Phoenix Grounded
by Matchbox Dragon
Summary: Sequel to Phoenix Unbound. When villains disappear from prison and superheroes lose favor in the public eye, Warren and his friends find their greatest threat is not from super-villains and evildoers, but from some people supposedly on their own side.
1. Villains at Large

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: Welcome back to my series! **__**This one picks up a few weeks after the end of Phoenix Unbound, and I strongly recommend that you read the rest of the stories first if you haven't already. Hope you all enjoy the show!**_

* * *

**Chapter ****1: Villains at Large**

The dark-haired woman looked up sullenly as a visitor entered her prison cell. He was an average-looking man in his fifties, dressed in a gray suit.

"What do you want?"

He smiled slightly. "The question is, what do _you_ want?"

She just stared at him across the table as he sat down.

"I can get you out of here," he said quietly.

The woman snorted. She knew who he was and she had no doubt he could do what he offered, but she was even more certain there would be a catch. "And I suppose you'll want me to work for you in return?" He nodded slowly. "Forget it. I'd rather rot in here."

Her visitor didn't seem fazed by her response. "Everyone has their price," he commented casually, leaning forward. He touched her hand with his index finger and suddenly she could feel her powers return.

It was exhilarating, after so many years in the Maxville Ultimate Security Prison where super-powered offenders were incarcerated in a permanent neutralization zone. She could feel it like electricity flowing through her veins, and she lost no time working out how she was going to take full advantage of this moment. Although the lock on her door was a mechanical one which she wasn't able to manipulate with her powers, there was plenty of other damage she could do in order to engineer an escape.

She was just about to put her hastily assembled plan into effect when the man took his finger away from her hand, and her powers disappeared again with it. The anticlimax was almost more than she could bear, but she certainly wasn't going to let him know that. Still, despite her efforts to hide her emotions, he seemed to be able to read her mind like he was a telepath.

"Think it over," he said, looking confident as he got up. "I have a couple of other people to visit, but I'll be back for your answer before I leave."

She glared after him, knowing as well as he did what her decision would be. It simply wasn't possible, after having a taste of power again, that she would be able to refuse.

All she had to do was play along until she could find an opportunity to double-cross him. The man obviously didn't know who he was dealing with, or he wouldn't even think of expecting her to obey him just because he got her out of prison.

Fortunately for her, it seemed that he didn't know better.

* * *

"Okay, why am I getting this weird feeling of déjà vu?" remarked Warren as the Guardian Van flew towards Maxville Stadium where The Pretty Boyz were performing that evening.

However, on that occasion the popular boy band was not the reason for the teenagers' hysterical screaming. That had more to do with the way that the roof of the stadium was teetering alarmingly on its supports, threatening to crash down on them at any second. The Mayor had just received a demand for a ridiculous amount of money, along with some photos of terrified hostages and severed steel support columns that looked an awful lot like the handiwork of–

"Eye-Slice!" exclaimed Ethan. "It has to be."

"Isn't he in prison?" asked Kate.

Eye-Slice was a young villain with a lot of ambition, who they'd busted a few months ago for trying to pull a very similar stunt. He had the power of shooting laser beams from his eyes, which he was able to concentrate into a single beam that could cut through metal. However, this was a laborious process and took nearly as long as using a laser cutter, so during a fight he preferred to fire short but deadly laser blasts at his adversaries.

Warren was really glad that this hadn't happened a couple of weeks ago while Will and Kate were away on honeymoon, particularly considering Will was the only one of them who was completely invulnerable to the laser blasts. Kate and Warren could both take a few minor hits thanks to their invulnerability as pyros plus their Kevlar-based uniforms. But a direct hit, especially to the head, could cause them a lot of serious harm.

Under the roof of the stadium there was a complex network of steel columns and girders, but the villain had obviously studied the configuration very carefully. He had strategically left the entire roof balancing on one remaining support column, although even that one was almost severed through and he was standing right there to deliver the final blow. Every now and then a gust of wind would send a ripple groaning through the structure, and the kids below would scream even louder.

For all his ambition, however, it seemed that Eye-Slice was more of a showman than a murderer. From what they could tell he hadn't actually hurt anyone yet, much like the previous time they'd tangled with him. In fact, the whole situation was almost exactly the same. Except, last time there weren't as many hostages and there wasn't as much media attention.

'_Does the guy have, like, no sense of originality?'_ asked Zach on the comm from the front of the Van, as they looked at the precarious roof and the photos delivered to the Mayor.

"Well, this scenario almost worked last time," Ethan reminded him. "We only just got him in time before he made the final slice, remember. Maybe he reckons he'll get luckier now."

"Or maybe he's got some sort of trick up his sleeve this time," Layla suggested doubtfully.

"Yeah, and here's something really weird," said Magenta, looking up from her computer. "There's no record of the guy on the prison roster or any of the usual databases. Officially, he just doesn't exist anymore."

With all the exits to the stadium blocked, the only way in was through one of the gaps that were already starting to appear in the roof's steel sheeting. Warren, Kate and Layla abseiled down from the Van on three of her vines, slipped through the gap to the catwalks just below the girders supporting the roof.

Will flew in dramatically to deliver the usual Surrender-Or-Else line to Eye-Slice on his perch next to the last remaining support, that being the approach he would probably be expecting. If it hadn't been for the danger of causing too much draft past the already precariously-balanced roof supports, Will could have simply flown straight up to the villain at high speed and neutralized him before he knew what had hit him, which was pretty much what he'd done the last time.

Kate and Warren approached on two of the catwalks below the girders, also in full view of the villain. While the three of them kept Eye-Slice's attention focused on them with the standard trade of taunts and dares, Layla made a more secretive approach from the rear. She grew a thin sturdy tree from a catwalk out of view and silently rode it up to behind where the villain was standing and making his threats. Kate had a few flame constructs, in the form of sparks, floating around near the villain, waiting in case there was need for a diversion in a hurry.

Warren was less than keen on this plan, particularly considering how vulnerable Layla would be if he spotted her, especially at such close range, but he kept his concern to himself. This was really their only chance of catching Eye-Slice off-guard, because if any of the other three were missing from the confrontation, he would be expecting something of this sort.

Instead he was blithely making dramatic gestures and threats which were cut short when Layla leant forward slightly and snapped a neutralizing bracelet around his wrist before he had a clue she was there.

'_She shoots, she scores!'_ exclaimed Zach on the comm. _'Hey, if we wrap this up quickly, we'll still be home in time for my favorite TV show.'_

"Or not!" breathed Layla in sudden panic.

As Eye-Slice turned around to see who had tried to sneak up on him, she saw his eyes glow white in the way that they usually did when he was powering up. She pushed downwards from the branch she was perched on, using gravity to help her get out of the way as two laser blasts shot from his eyes and burned straight through her tree where she was. The branches caught her a few yards down, while Kate launched her flame constructs at the villain but they didn't seem to bother him at all.

'_Why the hell didn't the neutralizer work?'_ demanded Magenta of no one in particular.

'_Could have been a dud,'_ said Zach.

'_No, they all get checked really carefully,'_ replied Denise, but she sounded confused. _'For obvious reasons.'_

Eye-Slice turned his attention back to Will, Warren and Kate. "Is that the best you can do?" he jeered.

Peeking through the foliage she was hiding in, Layla quickly grew some vines and sent them towards the villain to blindfold him, but he just lasered through them before they got anywhere near his eyes. He also took a few pot shots in Layla's general direction.

Warren was about to say something, but Will beat him to it. _'Dryad, get out of there!'_

The pyro nodded gratefully. Better that the order came from their team leader than her over-protective husband. He breathed a quiet sigh of relief as she rode her tree back down to the catwalk she came from.

'_I've __GOT to do something about fireproof vines,'_ she muttered as she took cover at a safe distance, although her plants would have to be a lot more than fire resistant to stand up to laser blasts.

Meanwhile Eye-Slice seemed to decide that he'd waited long enough for his big moment, and he cut through the final support with a quick series of laser blasts. The roof started to lurch alarmingly, accompanied by even more public hysteria from below. Will flew towards him and gave him a kick through the face as he grabbed the last column that was severed, the point that seemed to support the whole of the roof, at least somewhat. As the villain fell a few yards before grabbing onto Layla's tree, Will flew off with the roof to the nearest open space, a sports field across the road.

This turn of events seemed to have thrown Eye-Slice for a loop. Now that he no longer had a hostage situation to threaten them with, he appeared to be uncertain what to do next. After a few moments hesitation, he slid the rest of the way down Layla's tree to the catwalk. As soon as he got his balance he ran for it.

'_Okay, that's weird,'_ commented Ethan.

'_Yeah, since when did __THAT guy ever run away?'_ said Zach.

'_Maybe he's working for someone else, so he can't really make his own decision__s,'_ Denise offered.

Meanwhile, Will had returned from putting the roof down out of the way. He hovered in the air above the stadium, keeping an eye on where Eye-Slice was running along the catwalks, while Warren and Kate tracked him on foot.

"Actually, I don't care why he's running, personally," remarked Warren. "I'm more concerned about him being immune to the neutralizer."

'_Maybe he's got some kind of de-neutralizing powers,'_ suggested Zach.

'_Could explain how he got out of the Ultra-Max,'_ agreed Maj, referring to the Maxville Ultimate Security Prison.

Ethan objected, _'The only person known to have that power is one of the National Council of Superheroes directors, Grey Arnolde.'_

'_Besides, we managed to capture him just fine before,'_ Will pointed out.

'_Maybe he was faking then,'_ said Zach, but he sounded like he realized it was a bit of a lame idea. Warren just shook his head in response.

"He must be carrying some sort of device that counteracts the neutralizer," said Kate from a nearby catwalk. They were closing in on Eye-Slice's position and they would soon have him cornered, but they weren't sure exactly how they were going to deal with him.

'_We need to try and blindfold him somehow,'_ said Layla, watching their progress on their sunglasses' camera. _'It's the only way we'll be able to stop him from using his powers.'_

That gave Will an idea. He swooped down to the curtained off section of the stadium that was serving as a backstage area and borrowed a roll of duct tape from an astonished roadie, almost giving him a heart attack, before flying at high speed back up to where Eye-Slice was. Coming out of nowhere, he connected his fist with the villain's jaw in a blow that stunned him partially, but with his powers he was almost as invulnerable as Will so the effect wouldn't last long.

Taking advantage of his temporary dazedness, Will blindfolded the villain with a few yards of duct tape wound around his head, just as the two pyros arrived on the scene. Warren winced, thinking how painful it would be when the tape was removed, but then his brief moment of sympathy was over and it was time to get some answers.

"Okay, kid. Here's the deal. Either you tell us how you're immune to the neutralizer, or Eagle is going to fly you way up in the air and drop you from a dizzy height until you do."

Eye-Slice tried his best to look confident as he sneered, "I thought you goody-goody heroes didn't kill people."

"Yeah well, with your powers you're pretty invulnerable," Will pointed out cheerfully. "So you probably won't die but I warn you, it's really gonna hurt."

"You're not allowed to do that," argued the villain, dropping his façade to openly show panic. "The Geneva Convention–"

"The Geneva Convention doesn't apply to people who don't officially exist," Warren replied dryly. He nodded to Will who made a show of getting a good grip on one of the young villain's arms and legs, supposedly in preparation for take-off.

Kate looked over her husband's shoulder. "Hello, what's that?" she asked as she suddenly spotted a strange silvery bracelet around Eye-Slice's ankle similar to their neutralizers. "It looks like one of ours."

Ethan took a close look at the image on the sunglasses cam. _'That could be what's canceling the neutralizer.'_

Warren bent down and tried to fiddle with it while the villain struggled violently in Will's grasp. "It doesn't seem to have a catch or anything."

'_It might well work on biometrics, in the same way as ours do,'_ suggested Denise.

"Yeah, but whose?" asked Kate.

'_His own, I'm hoping.'_

"Looks like we're going to have to turn him into a human pretzel then," Warren said to Will.

Eye-Slice wriggled even harder but he was powerless against Will's strength, and in a few minutes the heroes forced him to touch his thumb against the biometric sensor on the bracelet around his ankle.

But for the second time that day, nothing happened. Even when they tried his other thumb after some more forced gymnastics.

"Now what?" asked Will.

'_Uh, __maybe try his other fingers?'_ offered Denise, sounding like she was at a bit of a loss.

In the end it was both the second and third fingers of his left hand that did the trick, and the de-neutralizing bracelet came off at last.

Not that they were about to take off his blindfold and check that the neutralizer was now working. They would leave that for the guards at the Ultra-Max.

* * *

Will joined the others in their headquarters half an hour later, after explaining to the Mayor quite why the Maxville Stadium no longer had a roof, and promising to help with fixing it back in place the next day.

He looked at Magenta, Denise and Zach who had been using the time to try and find out who was behind that evening's incident. "Okay, guys, what can you tell me?"

Magenta started with repeating what she had told them before, now that she had even more proof. "Officially, Stanley Wilkinson, a.k.a. Eye-Slice, no longer exists. I did a complete search and there are no records anywhere, even the NCS private file on him has been deleted. His social security number now belongs to someone else, his fingerprints have disappeared and he is no longer on the FBI's wanted list."

"So his file's been totally scrubbed," Ethan surmised.

"More like, he has no file. It's not just that he's vanished, it's like he never existed in the first place."

"Sounds like an impressive super-hacker," remarked Kate.

"Either that or it must have been an inside job," replied Maj, "And that's hardly likely."

"Hmm." Will turned to Denise. "And what about his de-neutralizing device?"

"It seems to have been based on the same design as ours," she reported. "Not coated in Durosium but an alloy that is almost as strong, although not – officially, at least – indestructible."

"So I might be able to break through it then?"

"I have no idea, but I'm not going to let you try on our only sample." Will looked a little disappointed, and she went on, "Anyhow, the basic design might be similar, but the de-neutralizing technology itself is way beyond us. So I suspected that it might even be the work of a technopath."

Zach took over. "And then I found this symbol on it," he said grimly. "It's really really small, but it totally proves that theory."

The rest of them just stared at the emblem he put up on the screen. It was one they knew, even though they hadn't seen it for many years – a crowned helmet with a wide V underneath it.

Royal Pain.


	2. Curiouser and Curiouser

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

**Chapter ****2: Curiouser and Curiouser**

For the next few minutes, the only sound in the room was Magenta, who had been the first to recover, tapping on her keyboard. She paused after a while and frowned at her screen in confusion.

"What?" Will voiced what they were all wondering.

She turned to them. "Well, like Eye-Slice, Royal Pain has officially disappeared. But, while his NCS private file has been deleted, hers has been… hidden."

"How do you know that?" asked Ethan.

"It's complicated."

That didn't seem to be enough of an answer, so Zach helped her out. "If she tells you, she'll have to kill you," he told him and added to Maj, "Right?"

"Something like that," she agreed with an amused smirk, and started to work on trying to find the elusive file.

The others watched her work in silence for the next few minutes. Suddenly she jerked back in her seat with a gasp as her screen flashed and went black. Sparks flew from her external drives and other equipment as she desperately tried to unplug them in time, but it was too late. Finally, the lights flickered a few times and then the room was in darkness.

In Zach's greenish glow they could see Magenta staring at her equipment in shock.

"Uh, Maj? What just happened?" asked Layla cautiously.

"Spiked," whispered Magenta, not looking at her. "All these years of hacking and I've never been traced once, and now … now someone's _spiked_ me."

Will asked quietly, "Who?"

"Whoever it was that hid Royal Pain's file."

She gave a quiet sniff and surreptitiously wiped her eyes, while the others pretended not to notice. This behavior was extremely disconcerting, coming from her. They would have expected her to be screaming and swearing, possibly even throwing things, not sitting apathetically staring at what was left of her system.

They shared a concerned glance in the dim light, and Zach gestured quietly that the others should probably just go. Layla squeezed her shoulder comfortingly as they quietly trooped to the elevator. Zach went over to the circuit breaker and flicked one of the switches so that the elevator would work for them. He would turn the rest of the power on after Maj had checked that it wouldn't make things worse for her already damaged equipment.

The others rode down to the ground floor in silence. It seemed that there was a lot more going on here than anyone had realized when the Mayor called a few hours ago, to say that there was a hostage situation in the Maxville Stadium.

* * *

Less than two weeks later Will was called to a meeting at the NCS Headquarters in Washington, along with other team leaders and city representatives from all over the country. As soon as he got back to Maxville, he assembled the Guardians in their HQ for an emergency meeting.

When they were all there, however, sitting and waiting for him to gather his thoughts with evident concern, he found himself just looking around at his team, not sure how to tell them.

Eventually he took a deep breath and decided to just get straight to the point. "We've been reassigned."

A moment of stunned silence greeted his announcement, closely followed by an outraged chorus.

"What?!"

"Why?"

"To another city?"

"All of us, dude?"

Will held up his hands for silence, and then carried on gravely. "No, we're being split up and sent to different cities." He waited for the irate response to that statement to die down, and went on. "It seems that the powers that be have decided to re-shuffle pretty much everyone. My folks are going to Hawaii – they're thrilled, of course – and Kate and I are staying here in Maxville. Warren and Layla, you guys are assigned to the western quarter of Miami, which is right by the Everglades, so you'd like that, right?"

Layla nodded obediently, but her smile was rather forced. She knew Will was trying very hard to help them see the good side of what was happening, but even living on the doorstep of a National Park was not going to make up for being separated from her friends and parents. Besides, she knew that Warren hated humid climates.

Meanwhile, Will was reading out the other reassignments. Ethan and Denise were going to two different hospitals on the East Coast, Zach was to become the sidekick of their old schoolmate Larry Slade, a.k.a. Hard Rock, in Geocity and Magenta was to be paired up with a hero called Valkyrie on the West Coast.

"But they can't separate us," Magenta objected. "We're engaged."

Will looked a bit uncomfortable. "Yeah, but it's not exactly official, is it?"

"She caught the bouquet at your wedding, dude," Zach shrugged. "How much more official does it have to be?"

"Look, I'm really sorry. I tried to organize some way out of it but there was nothing I could do. All they said was 'If you don't like it, you're welcome to quit'."

There was a moment's silence after that announcement, and then Zach spoke up, looking more serious than they'd seen him, possibly ever. "Maybe I will."

"Maybe you'll what?" asked Will.

"Quit." They all stared at him, astounded. "I'm serious. Look, the real reason I enjoy this business is because of working with all you guys. I don't want to play jester to some rockhead with no sense of humor, not doing anything more useful than fetching his coffee. I'd rather not be in hero work at all."

"Yeah, me too," said Magenta quietly. "I just looked up Valkyrie." She'd managed to get some parts of her system, including her hero database, up and running again. "She's allergic to animal fur and she hates the use of modern technology in hero work. What kind of sidekick would I be for someone like that?"

"This whole thing doesn't make sense," observed Ethan. "Usually superheroes are assigned in such a way as to play to their strengths. These postings seem to be almost playing to people's weaknesses."

"It's all a plot, man," Zach announced. "Super villains have infiltrated the NCS."

Before they could discuss Zach's latest conspiracy theory, Will's phone rang. When he answered it and found out it was Brett Simmonds, he put him on speakerphone so that the others could hear.

'_I need to talk to you guys.'_

"Go ahead. You're on speaker."

'_Uh, in person. I don't think it's safe to – '_ he paused briefly as if he'd just reconsidered what he was about to say _'– uh, talk on your cell phone while you're driving.'_

"Okay then," replied Will uncertainly. He hung up and headed to the elevator to escort Simmonds up to the top floor.

"He sounded like he didn't think it was safe to talk on the phone," Ethan said.

"Maybe he's afraid he's being stalked by a villain," Maj remarked.

"Or obsessive fan girls," suggested Zach in a weak attempt to lighten the atmosphere.

Warren just grunted at that. He wasn't really in the mood for humor.

The elevator arrived with Will and their guest.

"So, Brett, think someone's tapping your calls?" Zach greeted him in a tone that suggested he thought that the concept was a bit paranoid.

"Not mine. Yours."

Will frowned. "Do you know something we don't?"

Brett sat down. "No, I'm just guessing. But last time I didn't tell anyone when I was suspicious about stuff, it turned out I was onto something. So I'm just trying to learn from my mistakes, you know?"

"So? What is it?" asked Warren.

"I just wanted to warn you guys that Grey Arnolde doesn't trust you." He had their attention immediately. "I was hanging around after the meeting where we got our assignments, to ask really nicely for a different placement –"

Magenta interrupted, "Why, where did they stick you?"

"Some city I've never heard of where the average temperature is something like 32."

Warren winced in sympathy. Pyros did not go well with that sort of climate, needing to maintain a core temperature of over 150 to be able to power up. Suddenly the Everglades didn't look so bad.

Brett went on with his tale. "Anyhow, while I was waiting for a chance to speak to Arnolde, I managed to overhear him talking on the phone."

"Managed to?" asked Denise knowingly.

He shrugged a bit sheepishly, but didn't actually admit to anything. "Anyhow, I can't remember exactly what he said, but you'd better keep your heads down."

"Are you sure it was definitely _us_ he was talking about?" asked Will with a frown. He couldn't think of anything they'd done to earn the disapproval of one of the National Council of Superheroes directors.

"Well, he was talking about someone 'causing trouble during that business under the Metrocity H'. I thought that sounded like you guys," Brett replied dryly.

"Wait a minute," said Ethan. "Then he must be part of that rogue group of the NCS who were behind the experiment."

"Sure looks like it."

"But there was an investigation after all that happened," objected Kate. "The operation was shut down. Surely he would have been exposed then."

Brett snorted. "No, he would have been in the perfect position to cover his tracks. He just had to make sure that there were some so-called 'agents' that got discovered to make the other directors happy, meanwhile the important ones stayed hidden."

Warren shared a glance with Will. "Remember what Amber's dad said when he thought I was destroying the research? Something about how high up it went in the organization."

"As high up as one of the directors?" Will looked doubtful.

"Apparently."

Magenta had a thought, and she asked Brett, "Hey, how do you know so much about this rogue group anyway?"

"I thought you'd got over mistrusting me," he replied.

"I did. This is me being curious, not suspicious."

He raised his eyebrows slightly, but wisely chose not to comment. Instead he answered the question. "Okay, it's like this. Not everyone goes straight into the field after graduating like you guys did. In fact, lots of heroes don't. My first assignment was at NCS HQ, doing general intern stuff like filing and running errands. When you're in that sort of position, nobody takes any notice of you. People talk about all sorts of stuff when you're in the room, as if you're just part of the background. And so I listened, and I learnt a lot."

Will asked, "Such as?"

"Nothing really specific like names and places, if that's what you're hoping for. More like an impression of what the group stands for, and all sort of crazy rumors about stuff they'd done. It was only after I got posted in Metrocity that I realized that the whole idea wasn't just an urban legend." There was a pause as they digested all that, and then Brett asked, "So, where did they send the famous Guardians to?"

"We got dismembered," answered Zach.

Magenta rolled her eyes. "Disbanded," she corrected him impatiently.

"Ouch," replied Brett in sympathy, to both responses.

* * *

It was a quiet trip home for Warren and Layla, each lost in their own thoughts. The silence continued upstairs and into their living room. He switched on the kettle and wordlessly offered her a cup of herbal tea, to which she nodded, and poured himself a mug of coffee.

She sat down on the couch and gave him a small smile when he joined her a few minutes later, handing her the tea. Taking a sip, she looked around at the apartment, thinking how horrible it would be to leave. Of course, it would be even harder for him, considering he'd lived here much longer, pretty much since he graduated.

Warren suddenly broke the silence. "Maybe Zach and Magenta have the right idea."

"What? To quit?"

"Mm."

It was awfully tempting, but she didn't think it was really an option. "Look, I don't want to move either. I also want to stay together with our friends. But it's the superhero's life to serve where we're needed, not necessarily where we _want_ to be." Putting down her mug, she got up and started to pace. "If you think about it, we've actually been really fortunate. Some people get sent to all sorts of strange places, some people have to move as often as if they were in the military. We were really lucky to keep this posting for so long."

"No," he disagreed flatly. "We were lucky to _get_ this posting. I'll admit that much. But we've _kept_ it because we've done the job really well. Heroes usually get reassigned when things aren't working out for them in a particular place or because they've blown their secret identities. But re-shuffling everybody? It makes no sense."

She sat down and picked up her herbal tea again. "No, it doesn't," she sighed. "But that doesn't mean I'm quite ready to buy into the conspiracy theory just yet."

He sighed too. "But you can't deny that the reassignments play more to the heroes' weaknesses than their strengths, like Ethan said. It's too consistent to be a coincidence."

"Yeah, but how is quitting going to help? Or is it that you don't want to be at the beck and call of someone whose decisions you don't agree with?"

"Maybe Zach's latest conspiracy theory isn't as far-fetched as they usually are. Maybe that rogue group of the NCS _has_ been infiltrated by super villains."

She frowned, thinking it over. "But what about the nicer assignments? Like the Strongholds in Hawaii?"

He gave a humorless smile. "Everybody knows Steve and Josie have been wanting to go on vacation to Hawaii for years but they've never got a chance. Can you think of a better plan to get them out of the way, if you were planning something?"

"I think you've been hanging out with Zach too much."

"Well, from what Simmonds said, we know that we're in the bad books of that rogue bunch. Maybe they consider us a threat, so they want to keep us away from something."

"What about Will and Kate?"

He was quiet for a moment. "Okay, so the theory has some flaws. I haven't had as much practice at this as Zach has."

"And what about us getting sent to Miami? I know you don't like the summer climate there, but being right at the Everglades would be great for me."

"Yeah, it would be great for you," he agreed slowly, as he thought it out. "It would be so great that, like the Strongholds in Hawaii, you might just get… distracted from hero work."

"Maybe," she allowed. He raised his eyebrows knowingly and she admitted, "Okay, probably. But you still haven't explained how you think that quitting is going to solve anything."

"Simple," he stated with a cunning half-smile. "They want to get us out of the way, but we're not going anywhere."

She gave him a look that clearly showed that she wasn't convinced, before getting up and taking their mugs to the sink. He came up behind her and gently slid his arms around her waist.

"Just think," he said softly. "If you weren't having to run off all the time to save the day, maybe you could get a full-time job as an environmentalist."

He knew she often felt bad that she was too busy with hero work to be able to really make a difference for the environment, which was one of her first loves, after all. She had to admit, this was actually sounding like a better idea than she thought it would.

After a moment deep in thought she nodded and leant back against him with a little sigh.

* * *

Their superhero careers didn't actually come to a complete halt as they expected, even though they were retired – officially. With a city like Maxville, there was too much trouble for just Will and Kate to handle on their own, and so one or more of Warren, Layla, Magenta and Zach sometimes needed to lend a hand in a covert manner. The only catch now was they had to be extremely careful about staying hidden from the public. The NCS had a tendency to frown on unlicensed hero work, as they considered private heroes only one step above villains, and the ex-Guardians were already under suspicion. So they were very sneaky, and they managed to get away with quietly helping Will save the day.

But elsewhere things weren't going so well for the superhero profession. The heroes were all in unfamiliar territory and, to add to their problems, Royal Pain's de-neutralizing bracelets kept making an appearance, worn by other villains who were supposed to be in jail.

Layla's cousin Bradley in Metrocity emailed them the front page of _The_ _Daily Earth_ which read 'The One That Got Away', with a sub-heading of 'Superheroes Still Unable To Recapture Loan-Shark'. Bradley's email added that he was positive Brett could have captured the escaped super villain in no time, and that it made no sense that he'd been sent away.

This pattern of failure was becoming awfully common in hero activity lately, and Zach's theory was looking more and more likely.

And worst of all, there was the danger that the public could start to lose faith in their superheroes.


	3. In the Line of Duty

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: Thanks to always. **__**for a suggestion that helped this chapter along, and thanks to everyone who has reviewed – I really appreciate your feedback!**_

* * *

**Chapter ****3: In the Line of Duty**

Tessa Ract was facing the first major dilemma of her career as a qualified hero. Even though she had graduated over six months ago, her first posting had been a desk job at the Maxville branch of the National Council of Superheroes. So she had no real-life experience at saving the citizen, and now she was trapped with five of them in an elevator in a burning building.

On the one hand, she knew that she could use her powers to save them all. On the other hand, there was the issue of her secret identity, something she'd had drilled into her endlessly for four years at Sky High. Over and over the teachers had told them that protecting your secret identity was almost as important as protecting your fellow heroes. But, obviously, what mattered the most was keeping the citizens safe.

So, if the elevator car had been plummeting towards the earth as a result of a snapped cable or something like that, her decision would have been straightforward: get the people out of trouble and deal with the details later. However, in this case the danger was not quite so immediate, plus she had heard the wail of sirens which meant that help was on the way.

But as she looked around at the scared faces in the elevator, she couldn't help wondering if she was being cruel by prolonging their agony…

The choice was taken out of her hands when they heard voices approaching, and soon the doors of the elevator were being forced open from outside by two firefighters. Before long, they could see that the elevator had stopped partway between floors and the firefighters started to help the people out.

Tessa tried to insist on going last, her excuse being that she was the youngest and (supposedly) fittest, but one of the men was determined to be chivalrous. Taking the firefighter's hand, she got a brief glimpse of a flame tattoo on his wrist, and as he pulled her out of the elevator car, she got a good look at his face, one which was well-known around Sky High.

"Knight-F – " she started before she managed to stop herself. Oh, that was brilliant, she chided herself sarcastically. After being so concerned about her own secret identity, she almost blew his. "Uh, nice of you to help us, thanks so much," she corrected herself quickly and looked around furiously to see if anyone had noticed her indiscretion. But the citizens were too caught up in shock and relief, and the other firefighter didn't seem to notice.

The disguised superhero led her a short distance away from the other people.

"I'm sorry, I really wasn't thinking, I –" babbled Tessa frantically, but he shook his head, brushing her apology aside.

"Who are you?" he asked simply.

"Tessa Ract," she replied, and then added a bit uncertainly, "Um, the Portalier." She wasn't sure if she was really allowed to introduce herself like that, considering she hadn't actually made an official public appearance as a hero yet.

He looked mildly impressed at her hero name. "And you call yourself that because?"

"I can open a portal which I can step through to go places, a bit like teleportation."

"Hmm. Can you take other people through your portal with you?" She nodded and his expression darkened. "Then why didn't you use your powers to get those people out of the elevator?"

"Secret identity," she mumbled. It seemed quite silly now. "But I would have if we'd been in urgent danger."

"What made you think it wasn't urgent?" he asked sharply.

"Well, I…"

She trailed off as he led her around the pillar, and she gave a little gasp at the sight of the blackened walls only a few yards away from the elevator. She had no idea that the blaze had got so close.

"Um, look, I've only just graduated recently and I've never been in a situation like this before, so this is all very new to me, and all I could think of was those NCS regulations about only revealing your secret identity in extremely desperate conditions, so I was afraid to…" She realized she was babbling again, so she finished in a small voice, "And… and, I'm sorry."

"Not half as sorry as you would have been if someone had got hurt," he replied, but he didn't seem angry with her anymore. "Trust me, kid, there's a time for going by the book, and there's a time for saving lives, whatever rules you have to break."

"Yeah," she said softly. It seemed she had a lot more to learn about this hero business than she realized.

* * *

A few miles away, Will and Kate were having even bigger problems of their own. They had received a distress call that a number of people had seen a tree that was apparently walking (!) down one of the main streets near the center of town. When they arrived on the scene, they found out the crazy story was entirely true.

It turned out that the tree's ability to move by itself was actually the least of their concerns. The real issue was the way it was exuding a vast amount of sap that appeared to be corroding everything it touched. There was a slow-moving river of green goo creeping down the street, eating up street lamps, fire hydrants and sidewalks. They couldn't see the street itself under the corrosive slime, but it was probably getting slowly dissolved too.

The police had cordoned off the area, so there were no citizens in immediate danger. But it was going to be very difficult to stop a substance that even concrete couldn't. Along with the fact that it could be almost impossible to apprehend the tree-monster if they couldn't touch it.

"This is more Layla's thing," muttered Will. He was really missing the rest of his team.

Kate frowned. "Wait a minute, I just remembered. Chloro or Floro or something – we learned about it in high school."

"Like I can remember that far back," Will replied. "Besides, I'm so used to having Ethan or Magenta feeding me the answers for this sort of thing."

"Yeah me too. Actually, all I can recall is that he used to be human and then he mutated – toxic waste or something – and he got the power of creating that sap."

"So all it needs is to be neutralized then, right?"

She looked uncertain. "Nothing seems to be that easy these days, but I guess it's worth a try."

Will flew over to the tree-thing and snapped neutralizing bracelets around three of its waving branches, to absolutely no effect. The sap kept advancing at exactly the same rate, and the branches flailed around menacingly. As Will darted out of the way of one of the branches, he found himself surrounded by three others. Kate quickly created a flame construct and sent it to distract the tree, hoping that it would be afraid of fire.

The diversion worked partially, in that the branches tried to attack the construct instead of Will, who managed to escape without coming into contact with the sap oozing from the tree's skin. However, the tree-thing showed no fear of the flames at all, batting at the little fire dragon as if it was merely an irritating insect.

Will landed next to Kate. "Are you _sure_ it's a superpower not a natural ability for a monster?" If the latter was the case, they could hardly expect the neutralizer to stop it from producing the sap.

"Pretty sure. It must be de-neutralized or something."

"Great. Pity about the fact that I can't exactly go searching for one of Royal Pain's little bracelets under the slime." Even the neutralizing bracelets had almost disappeared under the sap oozing from its pores. "I really don't know if my invulnerability can stand up to that sort of thing."

Kate gave a little shudder at the thought of touching the slime. Corrosiveness aside, this had to be one of the grossest distress calls they'd ever had. "I don't think there would be any point in trying. It's not like you could use the biometrics of one of the branches to open the bracelet."

"Hmm," responded Will, deep in thought. They needed more time to work out what they were going to do, so he said, "See if you can try to distract it from producing the sap for a while."

Kate nodded and created a few more constructs to bug the tree-thing. Unfortunately, it didn't seem to require much concentration to make its goo, and the distraction hardly slowed the flow at all. Then the plan really backfired when one of the circling constructs flicked its tail through the river of slime a few yards from the tree.

A moment later the sap flared up in flames. Kate just stared at the sight for a second. That could be their answer for cleaning up the corrosive goo, but the fire was burning much too fast for her liking. It could get out of control and jump to the nearby buildings before they even knew what was happening.

She looked at Will helplessly. If it wasn't for the corrosiveness of the sap, she could have easily smothered the flames with her own body, but in this case she didn't dare touch the stuff. Oh, where was Warren when they needed him?

Will glanced around quickly and, making a snap decision he knew Layla wouldn't like if she'd been there, grabbed one of the big old oak trees along the sidewalk. It had a thick dense trunk, so hopefully he would be able to smother the flames with it before it succumbed to the slime.

A lot of the oak got charred in the process, but he managed to put the fire out. Strangely enough, though, the slime didn't seem to corrode the tree. But that wasn't half as weird as the fact that the sap was so flammable, yet the tree-thing that created it was entirely fireproof.

Kate took a photo of the walking tree with her cell phone and sent it to Magenta, hoping that she would be able to remember more about it from school, and then she called Warren. They could at least do something to take care of that awful sap.

* * *

Warren's phone rang on the emergency dial tone, and he gestured for Tessa to re-join the rest of the rescued citizens while he took the call.

"We got a problem with a walking tree on Main and 7th," Kate started talking as soon as he answered. "It's fireproof and seems to be de-neutralized or something. Can you come help?"

He took a moment to respond. "But if it's fireproof, what do you want me for?"

"Uh, the sap is really extremely flammable. We need to burn it but I'm afraid of it getting out of control without you here."

"Wait, why do you need to burn it?" Warren asked, feeling like he was a few paragraphs behind.

Kate seemed to realize she hadn't given him the whole story. "It's totally corrosive. We need to do something about it while we work out what to do about the, uh, tree itself."

"Right. I'll be there as soon as I can."

Warren snapped his phone shut, just as Dean Allen, the other firefighter who'd been working with him on the elevator rescue, came over to him.

"All done here," he said.

"Thanks, Allen. See if you can get the others to hitch a ride on the other truck, I need you to cover for me in ours."

"We're going AWOL?"

"No, we're just taking the scenic route back to the station."

Dean grinned mischievously. "What, again?"

* * *

On the way across town in the fire truck, Warren received the picture of the tree-monster that Kate had taken. It looked like a normal tree, apart from the fact that it was standing in the middle of what used to be a main road.

"So what's the crisis?" asked Dean.

"Walking tree that oozes corrosive sap," Warren summarized.

"Is it on fire?"

"Not yet, but it will be."

The other firefighter smiled again, knowing exactly what he meant.

It had never been easy for Warren to keep his superhero status a secret from the other firefighters, particularly considering they faithfully practiced the buddy system for obvious reasons. Still, he managed to avoid suspicion for years until he was assigned a new partner, Dean Allen, who was far more curious than the others had been. He'd voiced his suspicions almost right from the start, which Warren had managed to deflect successfully until one day when Allen saw him use his powers to extinguish a backdraft that probably would have killed him and several citizens. After that, there was no denying it, and strangely enough they had become friends because of it.

Since then, Warren had found it was actually rather nice to have a normal friend, along with the fact that Dean often helped to cover for him. He was doing that more than ever these days, since Warren had officially quit hero work. Now he needed to keep it a secret more than ever.

For his part, Dean seemed to really enjoy his role. He almost saw himself as Warren's sidekick, as if risking his life on a daily basis as a firefighter didn't give him enough of an adrenaline rush already.

It was easy to find where Will and Kate were, partially thanks to the crowd that had gathered behind the police barriers. In the fire truck, of course, it was quite easy to get through. After a quick glance at the strange tree-thing causing all the commotion, they got to work. Warren flicked a spark at the sap, and he was quite shocked at the rate that it ignited, despite Kate's warning. He concentrated on carefully controlling the fire's progress across the slime, keeping the flames low and only allowing a small area to burn at a time. Meanwhile Dean made an impressive display for the onlookers and police with the fire hose on low enough water pressure for him to be able to handle on his own. To the casual observer, it looked like he was the one handling the blaze. No one would suspect that there was someone with fire-controlling powers on the scene.

They burned up the green slime quickly, revealing what was left of the street underneath. The road surface was completely melted away, leaving vast potholes and looking like the remains of a sand castle after the tide has returned.

"Well, that's a good start," Will commented to Kate. "Now all we need is to find a way to deal with Chloro, Floro … whatever."

'_Actually, his name's Phyto,'_ came Magenta's voice over their earphones suddenly. Evidently she had found a way to patch herself into the comm system from her desk at work. _'_ _He used to be an environmental fanatic and he was protesting that there was toxic waste being dumped in a National Park when he fell in and pretty much proved his point by mutating into a human-tree hybrid of sorts. He looks a lot like a walking tree, but his mind is still mostly human, and he swore revenge on all things related to industrialism. I suppose it makes sense that his toxic-waste-induced power is to exude that sap from his skin, which corrodes anything manmade or artificial but doesn't affect natural material.' _

"Great job on the 411," said Will. "I thought you didn't have your villain database up and running yet?"

'_I don't. What I've just told you is stuff I got off the internet, which means that it's possibly not entirely trustworthy. However, I'm pretty sure about the bit about the sap being corrosive to manmade stuff only.' _That would certainly explain why the uprooted oak tree hadn't dissolved in the goo.

Will had a thought. "Hey, won't the sap corrode the de-neutralizer?"

'_Yeah, eventually. But remember Denise said that those things are coated in an alloy that's almost as strong as Durosium, so by the time the de-neutralizer's dissolved, so's half of Maxville.'_

"Uh, right."

"What about the way that he's fireproof but the sap burns like anything?" asked Kate.

'_Uh, no idea,'_ replied Magenta, sounding confused. _'That's actually the first I've heard of it. If Ethan or Denise was here I'm sure they could offer all sorts of theories about the sap changing nature when it's been exposed to the air or sunlight for a period of time, or something like that.'_

Will wasn't really interested in those details at that point. "So, did you manage to Google any weaknesses?"

'_Tried to, but there's nothing useful. It's like whoever's hiding Royal Pain's file is also hiding stuff on the 'net.'_

"Now you're starting to sound like Zach," commented Kate.

'_Sorry I can't help you more. I'll call back if I find anything else that might help.'_

"Thanks."

Kate tried to phone both Ethan and Denise, but there was no answer from either of them, and then she made her way over to where Warren was carefully burning up the last of the sap.

"Good job, guys," she said.

"Thanks," replied Warren. "So, do we know anything more about this walking slime factory?"

Kate gave him the short version. "Maj says his name is Phyto. Environmentalist mutated by toxic waste, the sap is corrosive to manmade materials only because he's sworn revenge on human development. We learned about him in school but none of us can remember anything useful in terms of how to defeat him."

"Layla might."

"Yeah but she's not that keen on taking calls these days," she reminded him. Layla was settling in to her job at the Environmental Office nicely, but she was still new there so she preferred not to be disturbed at work.

"I know," Warren answered. "But maybe we'll get away with it just this once." He took out his phone and tried to call, but he was cut off after two rings. "Or not."

A few moments later a text message arrived from her saying _'in mtng'_, which he showed to Kate, and Will who had just joined them.

"We don't have time to call back later," said Will. "We need to think of something _now_." They really needed to find some sort of mechanical means of neutralizing the villain, much like Layla's idea of blindfolding Eye-Slice.

Warren forwarded her the photo that Kate had sent him of Phyto along with a request for ideas. If it was a boring meeting, it might be possible for her to text even if she couldn't talk normally.

After all, everyone knew that meetings were just a time-wasting plot to avoid having to do any real work, right?


	4. Collateral Damage

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: Yes, it's two chapters **__**at once! Be impressed. Be very impressed. ;P**_

_

* * *

_

**Chapter ****4: Collateral Damage **

As it happened, Layla's meeting was not boring at all. In fact there was a very interesting and important debate going on when Warren tried to phone her. Blushing and mumbling an apology, she cut off the call and, feeling she owed him an explanation for refusing to take an emergency call, sent a quick text that she was in a meeting.

When a reply came a minute later, she was grateful that she'd thought to switch her phone to silent. Holding her phone on her lap under the boardroom table, she surreptitiously looked at the photo he had sent.

She knew who it was straight away. When she had first learned about Phyto, she'd secretly felt he was just a misunderstood hero and she'd really admired him for his dedication to the environment. Then she found out the things he had done in the name of that cause, and she'd come to realize that he unfortunately deserved to be considered a super villain.

It didn't take her long to think of something from her knowledge of the tree-monster that might help. She quickly texted, _'Burn sap'_.

But when the answer came, it turned out that he'd already thought of that. _'Bn there dn that. Phyto itself? fireprf & deneut.'_

That would make things a lot more tricky. She frowned in concentration, trying to remember anything else that could be useful.

"Is everything alright, Layla?" asked one of her colleagues, who had evidently noticed her expression.

She looked up and realized that the meeting seemed to have come to a halt, and she had a horrible feeling that she'd just been asked a question which she'd apparently ignored.

"Uh, not to worry," she replied, a bit flustered, and gave the first excuse that came to mind, "Just a little domestic hassle."

When three of the other women at the meeting started giving her pitying looks, she realized she'd probably said the wrong thing. Two of them were divorcees, one of them having caught her husband with another woman, and the third was equally anti-men for some reason. As it was they'd taken one look at the photo she had of Warren on her desk and decided he was trouble. Honestly, if she had a quarter for every time somebody made that sort of snap judgment…

So, the last thing she needed was to give them more ammunition. The sympathy they smothered her with already was more than she could stand.

"Oh, don't worry, nothing like that," she reassured them, "Just the gardener having trouble with pruning a tree that's out of control." She shrugged the whole affair off and hoped that everyone's attention would go back to the meeting.

But now the rest of them were getting interested in her problem, and began to offer all sorts of pruning tips, none of which would help much against Phyto, until–

"Of course it's the right time of year for pruning," put in Layla's boss. "You can prune any time from late fall when the sap retreats, until the very end of winter."

Layla stared at her for a second. That was it.

* * *

They were about to give up hope of Layla replying when she sent another text. It simply said '_Deciduous_'.

Kate read it, looking confused. "Deciduous? As in, not evergreen?" That made very little sense to her. Despite Layla's many attempts over the years to get her interested in gardening, it had never really caught on.

Warren wasn't much for gardening either, but he'd spent long enough with his wife to understand what she was getting at. "When it gets too cold, deciduous plants go dormant and lose their leaves. I think she's suggesting we make Phyto too cold to power up."

"So why didn't she just _say_ that?"

He shrugged. "She's in a meeting, remember."

Will, who had overheard most of that conversation on the comm, soon found what they needed to put Phyto into winter storage. A few blocks away, he commandeered a frozen goods van, dumped both the driver and his merchandise on the sidewalk with a sincere apology (Will was so good at that sort of thing) and returned to the scene with his prize.

Hoping that it was true that the sap was not dangerous to human flesh, he gritted his teeth and manhandled the slimy tree-monster into the back of the van. By the time he was finished, his gloves had partially dissolved, but thankfully his fingers were fine, which proved Magenta had been right.

Meanwhile, Warren asked Kate, "So, uh, what happened to the tree?"

She knew exactly which one he meant. He would have noticed it while he was burning up the river of slime. "Well, I found out that the sap is flammable by mistake. We needed to put it out in a hurry, and that was the closest thing Will could find to smother the flames." She looked uneasy. "Um, maybe you shouldn't tell Layla about this."

"It's on her bus route. Even if the road's still closed this evening, she's going to find out in the end."

"Okay, well, can you at least not tell her that it was Will who uprooted it?"

"She'll probably figure that out too. Trust me, she always knows when I've caused collateral damage to plants of any kind."

"So basically we're in trouble?"

He was about to explain that while Layla would be extremely upset about the tree's demise, she wouldn't hold it against them for too long, but then he was interrupted by Magenta suddenly joining them.

"Not as much trouble as you're going to be in if you get spotted here, Warren," she remarked.

"Speak for yourself."

"I'm on my lunch break."

Kate rolled her eyes at their banter. "So, why are you spending it here?" she asked Maj.

"I thought I'd hitch a ride to the Ultra-Max in that frozen goods van Will found," she replied lightly, and then explained her reason in a more serious tone, "I want to see if I can find out who's been handing out so many Get Out Of Jail Free cards."

* * *

It wasn't every day that a frozen goods van arrived at the front gate of the prison for super-powered offenders, driven by a superhero who could have flown straight in. However, the security guards had seen a lot of strange things in their time – after all, some of the inmates got very weird visitors – so they weren't quite as keen as Will had expected to come out of their little office and look at his prisoner.

Still, he got out of the van, leaving his door open, and after a bit of false enthusiasm he managed to encourage both of the guards to come around the back and take a peek while he gave them some tips on keeping it contained until the de-neutralizer corroded. A few moments later, a small furry shape slipped out of the open door of the van and pattered into the guards' office.

Magenta shifted into human form briefly to locate the visitor's book on the desk. Each person who came to visit a prisoner was required to sign in, and it was done on paper so this was one record that couldn't be erased from a database. Leaning hard on the table where the book was, she shifted back into guinea-pig form, throwing herself forward a bit as she did so that she ended up safely on the desk instead of hanging over the edge from her front paws. She paged though the visitor's book as fast as she could, but her small paws slowed her down a bit. That was what she got for not practicing in her alternate form very much, she admitted. But she had to do it now, because she was afraid of getting recognized if she was spotted in human form.

"Hey! What's that hairy rat doing in here?" came a voice from the door suddenly.

She turned and took a flying leap for the floor. Landing hard, it took her a moment to recover, but as soon as she could, she wove between the guards' legs to the door. When she was outside, she was grabbed by the scruff of the neck as Will flew off with her at high speed. He held her carefully in his arms as he headed for the Guardians' headquarters, which they'd managed to keep despite the reassignments issue.

Will flew in the window and put her down carefully. She shifted into human form and Zach, who had been waiting for them, gave her a big hug.

"Okay, okay," she wriggled a bit to get free. "Down, boy. I'm fine."

"So did you find anything?" asked Will.

She nodded grimly, having finally extracted herself from Zach's enthusiastic embrace. "The handwriting was difficult to decipher in places, especially for guinea pig eyes, but there's one name that kept coming up. He visited Royal Pain, Eye-Slice and a couple of other villains who've reared their ugly heads lately, along with some names I couldn't read. Any guesses who he is?"

"Grey Arnolde!" Zach piped up instantly.

"You have a new high score," she quipped, and then she sighed. "Looks like Brett was right."

* * *

Around one o'clock that night, a car pulled up as close to the scene of the crime as it could. A number of blocks were still barricaded off to the traffic until the road could be re-surfaced properly.

Layla noticed that there was a tree missing from the sidewalk immediately.

"So this is why you wanted to give me a lift home from work today rather than have me go on the bus," she said, staring forlornly in the direction of where the tree used to be.

"Yeah," Warren replied quietly.

"But why did you want to show it to me now?" she asked as tears started to gather in her eyes. She couldn't understand why he was doing this to her considering he knew how much it would hurt her to see this, just as it always did when trees had to be uprooted. That old oak must have been almost 100 years old, and now she wasn't even allowed to replace it. She wiped the tears that were running down her cheeks now.

"Is this supposed to be breaking it to me gently or something?" She supposed this was marginally better than finding out on the bus the next day, which would have caused her to cry the rest of the way to work and be very unhappy all day.

He shook his head and, without a word, pressed something small into her hand.

It was an acorn.

"I'm not supposed to use my powers, Warren! You know that."

"It's the middle of the night, Lay," he whispered, gently stroking her tear-damp cheek. "Who's gonna know?"

"It'll be a little obvious in the morning when there's suddenly a tree there. Of course they'll suspect it was me."

He didn't need to ask who she meant by 'they'. "They can suspect all they like," he replied with a slight smirk. "Without any evidence, they can't prove a thing. You're not the only chlorokinetic in the world, you know."

At last she broke into a smile and hugged him hard, burying her face in his neck. After a few moments, he decided it was probably time to get going.

"So, if you're done wiping your face on my collar…?"

They got out of the car and made their way across the uneven road surface. Warren held back a few paces as Layla approached the gaping hole that had been left behind on the sidewalk and threw the acorn lightly into it. In moments a sapling shot up, its trunk widening and growing taller with every passing second. Shoots sprouted, branches spread out and leaves unfurled, and a minute later a beautiful full-grown tree stood on the sidewalk, looking for all the world like it had been there for nearly a century.

She placed a hand on the trunk and looked up at it in serene happiness, and then turned to face Warren with a very similar expression.

"Thank you," she said simply. She wanted to tell him how sweet she thought it was, but that might embarrass him more than anything else.

Layla had to admit, this wasn't the most romantic gesture in the classic sense of the word – not many people express their love with an acorn – but it was just the perfect thing for _her_. Warren Peace wasn't really one for romance in the classic flowers-chocolates-candlelight sense of the word, but she'd learnt long ago that it didn't really matter. After all, she wasn't at all keen on getting flowers, considering she viewed the florist trade as unintentional cruelty to plants and she didn't really like chocolate much.

Just then there was a shout from the next block, and they turned to see a patrolling night guard who knew no one was supposed to be there. Layla grabbed Warren's hand and they ran back to the car laughing, feeling like a pair of giddy teenagers caught kissing by the neighbor.

* * *

Grey Arnolde looked through the newspaper headlines from around the country with a thoroughly self-satisfied air. _The Daily Trumpet _read 'Super Disaster!' while _The Daily Earth's_ front page led with 'Too Many Mistakes From Our Protectors Will Cost Lives'. His favorite was on the cover of _Once Upon A Time Magazine_, 'Have Our Superheroes Outlived Their Usefulness?'.

So far, his plan was working very well. Relocating each hero to a totally new beat had led to a lot of teething problems, quite understandably of course, but with so much failure all at the same time – well, the critics of superheroes were having a field day. To up the ante, he sporadically threw in some super villains they were completely unable to defeat, thanks to the talents of Royal Pain.

Except in one or two areas. One of them was Hawaii, where he had sent the Commander and Jetstream in the hope that they would be too busy having a holiday to get involved in hero work. Instead they were saving the day there on a regular basis, and elsewhere around the world, just as they always did.

But his biggest source of irritation was their son and his friends in Maxville. They had been a spanner in the works that time when they had exposed Dr. Shelley's groundbreaking research, and since then they had only got worse.

They had overcome Eye-Slice, ruining an incident he had planned to be humiliating public defeat and then traced the de-neutralization technology to Royal Pain. They had partially thwarted his efforts to separate them and he strongly suspected that they had all been involved in bringing down Phyto, some more covertly than others. In addition, the gate guard at the Ultra-Max had reported to him that he'd spotted a rodent in his office, reading the visitor's log. Apparently spiking that girl's computer hadn't taught her a lesson about not sticking her nose where it didn't belong.

That whole group needed to learn that lesson. He was going to have to deal with them more harshly, or they would think they could stand in the way of his grand design. If he could only prove that they were moonlighting as heroes, he could get rid of them quite easily. But it seemed they were being extremely sneaky about it.

Either way, he was going to have to keep a closer eye on them.


	5. Divide and Conquer

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: Thanks to andrewjameswilliams for suggesting a plot point in this chapter.**_

* * *

**Chapter ****5: Divide and Conquer **

Sometimes freaking people out could be quite fun, Warren reflected.

The look on Stronghold's new receptionist's face was priceless, but he reckoned that after the way she'd looked him from head to toe and then snootily demanded to know what 'someone like him' was doing at an upmarket estate agency, she'd asked for it. So it was only polite to give it to her.

"I'm a Fed, ma'am," he whispered flashing his ID badge too quickly for her to see it actually read Maxville Fire Department. "In disguise, of course. Your boss is passing us vital information about a huge cover-up in overdue library books."

"Oh, I'm so sorry, Agent," she babbled nervously, picking up the phone. "I'll just let him know you're here."

"That's a very bad idea, lady." He took the phone out of her hand and put it back on the receiver. "Suppose the bad guys are listening in on the line, huh? Do you _want_ them to come after him for being a snitch?"

More profuse apologies followed him as he sauntered into Will's office with a smirk and closed the door behind him.

"I like your new receptionist," he commented dryly. "Gullible." That was a useful characteristic in a superhero's co-workers.

Will didn't reply. There had been a minor crisis that morning and Warren had helped Will out because Kate wasn't there for some reason. When he'd asked what was wrong, Will had assured him she was fine and then quietly asked him to stop by the office when he had a chance.

"So. What's up?" asked Warren, settling himself into a chair comfortably. Judging from the look on his friend's face, this could be a long counseling session.

Will hesitated, looking like he was struggling to decide quite what to say, and Warren gestured to him to just get on with it.

Finally, he announced in a troubled tone, "Kate's pregnant."

Warren blinked. "You make it sound like that's a problem," he observed, confused.

Will seemed to think over what he'd just said, and he gave a small chuckle. "No, no it isn't a problem at all. But I'm in big trouble." Warren raised his eyebrows and he explained, "You see, we found out last night and we went to tell her mom, and everyone was very excited. Then I had a thought and this morning I suggested that she, you know, takes maternity leave from hero work. Like, right now. I mean, I've got you guys to help me out, sort of. We'll manage."

"And she wasn't impressed with that idea?"

"Not at first. But we talked about it, reasonably calmly, and she seemed to agree that it would be a wise decision. So she said she was going to phone Layla and I left for work thinking everything's cool. Then, a couple of hours later, Kate phoned me and had this huge hissy fit at me for being discriminatory and treating her unfairly, and expecting her to just do whatever I tell her." He gave a deep sigh. "She's never yelled at me like that before, you know. I don't understand why she's so angry all of a sudden."

Warren frowned slightly. "You think Layla might have said something to her?"

"I'm not blaming Layla, or anybody. I'm just really confused and I don't understand why my wife is so mad with me. I don't know what to do, Warren."

"Sounds like you need to do a whole lot of groveling."

"Does that work for you when you're in trouble with Layla?"

"We're not talking about me, are we?" responded Warren, neatly sidestepping the question.

"No, but the reason I'm asking _you_ for advice rather than, say, my dad, is that you're the one who keeps getting into trouble for being overprotective."

Warren didn't answer that. After a moment's thought, he said, "I don't know why she's so ticked either. Usually it's Layla who goes nuts about that sort of thing. Of course, it could just be the hormones or something."

"What do you mean, 'just'?" grumbled Will, clearly envisioning the remainder of nine months with the same problems.

* * *

Warren was beginning to wonder if there was something in the city's water supply or there was an evil telepath spreading bad vibes or something. All he'd done was ask Layla if Kate had seemed overly emotional when she'd spoken to her.

"Are you saying it's _my_ fault that they're fighting?" she demanded with uncharacteristic sharpness.

"Not necessarily, but he said that they'd pretty much agreed on it before she spoke to you, so I was just wondering what made her change her mind," Warren replied as reasonably as he could. He closed his locker with more force than was really necessary, earning curious looks from some of the other firefighters nearby and a concerned one from Dean. With a slight frown at the fact that he had an audience, he walked out to the back yard of the fire station to carry on the conversation in private.

The line was quiet for a moment, as she was obviously deciding how she was going to answer. "We just had a little chat," she said a bit defensively at last. "We were discussing how you guys think we're just going to do whatever you tell us to do."

He was getting confused. "Uh, Stronghold said he _suggested_ it, he didn't _tell_ her to do anything."

"Oh sure, believe what _Will_ says instead of me. I'm only your wife."

"Hey, I didn't say I don't believe you. I _was_ asking for your side of the story, you know."

"Yeah, after you've already made up your mind. I'm getting really sick of your attitude, Warren."

He stopped pacing and sat down, leaning back against the wall. This conversation was getting out of hand. "What attitude?" he asked.

"What attitude?" she repeated in an incredulous voice. "Try the attitude you've had since high school, which you still haven't grown out of. But what do you expect from the son of a villain?"

Warren really didn't know how to respond to that. There was obviously more going on here than just the issue of Kate and Will. "So, what are you actually saying here, Layla?"

"I'm saying it's over. We tried, but it just isn't working out."

"Over?"

"We're too different, Warren. I've been trying to pretend that everything's fine for too long, but now I've had enough."

"Just like that?" He was suddenly more scared than he had been in a long time, more scared than any number of times when Layla had tried to take on a super villain by herself, because then there had been at least a chance that he wouldn't lose her.

"Yes. I want a divorce."

"No, no, Layla. Please don't make any rash decisions you'll regret later."

"It's not a rash decision and I won't regret it. I've been thinking about this for a long time, and I've finally made up my mind. So you'd better not be there when I get home tonight!"

"Actually, it's _my _apartment," he reminded her in a daze, trying to find something concrete to focus on. This was way out of control.

"I don't care! Get out!" she snapped and hung up abruptly.

He stared at his phone for a long moment, and then he glanced down at his wedding ring on his other hand. This couldn't be happening. It had to be some kind of mind control, surely. She wouldn't be acting like that of her own volition.

Would she?

* * *

Layla frowned. When she saw Warren's name on her phone's caller ID, she'd expected him to make a dry comment about Will and Kate's news, not demand to know what sort of feminist rubbish she'd filled her friend's head with.

"I didn't, actually, I–" she started before he cut her off.

"She was fine with the whole thing until she spoke to you, so you must have changed her mind for her."

"I didn't 'change her mind for her'," Layla protested, getting confused by his accusatory attitude.

"Like I'm supposed to believe that. You're always interfering in everyone's business. Some people are quite happy even though they're not what _you_ would call liberated, you know."

"You make it sound like it's a crime to want to help people."

"Help people?" he scoffed. "Stick your nose in their affairs, more like it."

"What's got into you suddenly?" she asked. She had a sudden horrible thought that maybe he'd been hit by a truth ray or something, and her heart sank at the notion that she was finally hearing his true feelings about her.

"Not suddenly," he replied. "This has been building for a while but you're too much of a childish optimist to have noticed what was happening under your nose."

There was possibly an awful lot of truth in that. She _did_ sometimes ignore signs that she didn't want to see. After all, that was why she and Will had dated for so long before they finally broke up. And why it took so long for her to realize how hypocritical she was with her claim to only use her powers when it was absolutely necessary. Had her faith in him all these years been blind to what was really going on?

He went on. "This business with Kate is seriously the final straw. If you won't take a subtle hint, here's an unsubtle one: You're a pain in the butt sometimes, and I'm not sure how much longer I'm going to put up with you."

"Put up with me?" She was stung. "You're one to talk! Considering what _I_ had to put up with the first time you lost your powers!"

There was a moment's silence on the line, then he said in a cold voice, "I thought we agreed never to talk about that again."

Actually, it was more of an unspoken agreement, but that was beside the point.

"Well, we're talking about it now. You were a moody, grumpy pain in the backside, and that's being polite about it. So tell me, how does putting up with me compare to that?"

He snorted contemptuously. "Where shall I start? Let's see, you're nauseatingly hyper and over-emotional all the time, not to mention totally naïve, you get sappy about trees and stupid animals, and–"

"They have feelings too, you know," she interrupted tartly, trying to hide the horrible sinking feeling in the pit of her stomach. Since when had he felt that way? "They deserve to live free and happy just the same as us."

"Oh please!" he sneered. "Give me a break, that's so pathetic."

Layla started to cry quietly. She couldn't believe this was happening. "How could you lead me on all this time?" she asked, trying to keep her voice steady through her tears. "If you honestly felt that way, you've been pretending really well."

"Why, thank you, dear," came the sarcastic response.

"So, so why have you 'put up with me' for so long then?"

His rather vulgar answer to that question made her choke back a sob. She wasn't sure whether to be hurt or disgusted.

"Anyhow," he continued, "I'm sick and tired of dealing with your issues. I'm heading for the lawyers' office near the fire station. I believe they call it 'Irreconcilable Differences'."

It took her a moment to register what he was saying. "You're filing for divorce?" she whispered, horrified.

"Yes."

"But, but… Just like that? What about counseling, trying to sort this out?"

"No. It's too late for that. And you'd better not be there when I get home tonight."

"Don't you think that's a bit unreasonable?"

"I don't care," he snapped. "It's my apartment and if I find you there, I'm going to hurt you."

Now she was really scared, and not just because of his threat to her personally. The only explanation she could think of for all this was that Warren had gone dark side. If that was the case then there were a lot of serious repercussions, not the least of which was the thought of Will being forced to hunt down and apprehend his best friend.

Of course, there was always the horrible possibility that, like his father, he had actually been a villain all along and he was now showing his true colors…

* * *

Warren headed home as soon as he could after their unpleasant conversation, determined to get to the bottom of whatever was going on. But an awful thought kept running through his head, telling him he was in denial, that she had been telling the truth. He knew perfectly well that he wasn't all that easy to live with, but she'd always claimed that she didn't mind his issues any more than he minded hers.

When he walked into the apartment he was greeted by the sight of Layla frantically packing clothes, toiletries and anything else she could find into some old cardboard boxes in the bedroom. Everything was jumbled together, suggesting she was in a great hurry, but that made no sense considering she'd been insisting that _he_ leave.

"What the hell's this?" he asked, suddenly irritable.

She turned around, seeing for the first time that he was there. "I'm sorry, I won't be long."

"Why are you doing this at all? _You_ told _me_ to get out."

"No, _you_ told _me_ to. Please don't make this worse than it is already. I'll be gone before you know it."

He noticed that she had obviously been crying a lot, and for some reason that made him even more irritated. "So, you're what? Playing for sympathy, is it? That's pathetic, you know. You spend your time arguing for equal rights for women, and then you turn on the waterworks and expect special treatment. It doesn't work both ways!"

Layla swallowed hard. That really hurt, especially on top of what he had said to her earlier. Without thinking, she shot back, "You know, all these years I've believed in you. Now it turns out you're no better than your father."

His jaw tightened, but he seemed more hurt than angry and she instantly regretted saying it.

"That was a really low blow," he said in a quiet voice.

"So was what you said earlier about only putting up with me for one reason," she snapped, her regret fading somewhat at the memory of his words.

"I didn't say anything like that. You were the one who said you were sick of my attitude."

"I did not! You said you'd had enough of putting up with me and you're filing for divorce."

"No I didn't; that was _you_," he said, drawing out the words to emphasize his point. She just shook her head, looking as bewildered as he was feeling, and he sighed in exasperation. "Did we even have the same conversation?"


	6. At Face Value

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**Yes, it's another double dose. Hopefully posting two chapters now will make up for the fact that I won't be updating for the next couple of weeks...**_

* * *

**Chapter ****6: At Face Value **

Magenta took the phone away from her ear and simply stared at it for a few moments. She couldn't _believe_ he had just suggested that.

"That's disgusting," she said into her phone finally.

He gave a deep chuckle. "Yeah, but you'd enjoy it."

Maj didn't even dignify that with a response, and tried to distract him with the obvious question. "What about Zach? And Layla? Haven't you thought about their feelings?"

"He's a spazz and she wouldn't dare object. I know she tries to pretend to be all independent, but I've got her well-trained."

"I don't believe this. You must be drunk or something."

"I don't get drunk," he reminded her smugly. "Pyro."

Giving up on trying to reason with him, she called him something extremely rude, the least he deserved actually, and hung up.

Honestly, you think you know a person…

* * *

Layla just stared at him for a long moment. "Who else do you think I was talking to? Jerry Holme?" she asked and then added sarcastically, "Oh wait, he's in prison!"

"Is he? We don't actually know who's in prison anymore."

She deflated with a sigh and sank onto the bed next to one of her boxes. "No, I guess we don't."

Warren took a deep breath and tried to calm down too. "Okay, let's look at this logically. You phoned me just after I'd–"

"No," she interrupted, "_You_ phoned _me_."

They got out their cell phones and compared their call logs, which clearly showed that each had received a call from the other, ten minutes apart, but neither had actually been the caller.

"Okay, there's definitely something strange going on here," he said as he looked between the two phones.

"So, I wasn't actually talking to _you_ at all then," she surmised. She had to admit, that made a lot more sense than the idea of him going dark side. Plus, his behavior since he got home had been quite different. "I'm going to guess this was all some sort of plot to sow discord between us?"

"And not just between the two of us," said Warren thoughtfully. "I think this could explain why Will said Kate was so mad at him earlier – it wasn't actually her."

"So someone's trying to break all of us up?"

"Yeah, no points for guessing which 'someone' that might be."

"Mmm." Then she thought of something else. "Wait. How do I know you're you now?"

"And vice versa?"

They just stared at each other for a long moment, then Warren created a small flame construct, intentionally using the rarest of his powers which would be most difficult for anyone else to fake. Not that a shape-shifter would be able to copy powers as well as appearances anyway, but he wanted to prove his point. Layla acknowledged the fire phoenix with a nod and turned to the nearest pot plant, using her powers to make it grow four feet.

"Okay, that settles that much at least," said Warren, dispersing his construct with an offhanded gesture. "So somebody hacked into the cell network to use our numbers to call each other?"

"I'm sure if you ask Maj she'd tell us that's quite easy if you know how."

"Actually, that's a good idea."

"What?"

"Asking Magenta." He started to dial, and added, "To track the calls."

But Maj answered her phone by snapping, "I'm not talking to you, you lewd bastard! Don't ever dare speaking to me again!"

Warren raised his eyebrows in mild shock as she hung up. "I think you'd better try," he said to Layla. "It looks like our imposter's been busy."

Confused, she made the call.

"Um, hi Layla," Maj answered with the false cheerfulness of a person desperately trying to hide something.

"Can you come over? I need to talk to you."

There was a moment's silence, then, "Is Warren there?"

Layla frowned at the unpleasant tone in her friend's voice when she said Warren's name, and decided that she was going to have to lie if she wanted to get the whole mess cleared up.

"No."

"Okay then, I'm coming. There's… something I need to talk to you about too."

"Sure, see you just now."

Warren and Layla looked at each other a bit uncomfortably as they waited for Magenta to arrive. Although it had turned out that most of the hurt had been caused by someone else, they'd both said some things since getting home that they shouldn't have.

Layla finally broke the uneasy silence. "Um, I'm really really sorry," she said softly, closing the distance between them hesitantly. Warren took her in his arms and held her tightly.

"Me too," he murmured into her hair.

"I really didn't mean that, about you being like your father."

"I know."

She tried to think of something to say that would show that she still believed in him. "Uh, I noticed that you didn't lose your temper, so, um, well done, I guess."

He gave a deep sigh. "I was more hurt than angry, I think."

That made her start to cry again. "I am so sorry," she sobbed.

"And I'm sorry for what I said about you playing for sympathy," he said quietly.

She sniffed, wiping her eyes. "I don't blame you for thinking that. And I'm probably being quite pathetic now." She just couldn't stop crying. The thought of almost losing him…

"No, you're not," he replied. He really couldn't blame her for being so tearful. It scared him to think how close they'd come to ending it; that after all they had been through together, it was the machinations of someone else that almost proved too much for their bond.

She managed to stop crying by the time Magenta rang the doorbell, and she reluctantly let go of him in order to let her friend in. Before she could start explaining, their visitor saw Warren, strode over to him and whacked him across the face. Hard.

"How dare you!" she spat, glaring up at him.

Layla stepped between them. "Maj, whatever you think Warren said to you, it wasn't him."

"Huh?"

"We think Arnolde has an imposter trying to cause dissension among us," she explained.

"Someone who can imitate voices and spoof our caller IDs?" Magenta queried skeptically.

"Pretty much," Warren replied.

Looking between the two of them, she seemed to notice for the first time that Layla had obviously been crying. She glanced through to the bedroom, seeing the evidence of hasty packing. "Did whoever-it-was do it to you guys too?"

They nodded grimly. "Can you trace the calls so we can find out who's behind this?" Layla asked.

Taking each of their cell phones, Magenta went through their respective call logs while she replied. "I'd rather not. Tracing calls takes time, and I doubt that I'd be able to find out anything before I get spiked again. And I've only just got my system up and running properly again." She handed their phones back and looked at Warren a bit sheepishly. "I'm sorry, I should have known it was more likely to be some sort of scam than you actually saying those things."

He shrugged it off, but Layla couldn't help being curious, despite everything. "What did 'he' say to you?"

Maj just blushed and mumbled something neither of them could hear, which was pretty much an answer in itself.

Warren cleared his throat. "We'd better warn the others."

She nodded and dialed Zach, but apparently his phone was off. "He probably forgot to charge it again." Now that he wasn't on a superhero team and he no longer needed to be available for emergency calls at any time, he wasn't as disciplined about things like that.

"What about his house phone?" asked Layla.

Maj rolled her eyes in a halfway affectionate manner. "He doesn't have one anymore. Not since he cannibalized the parts for something or other."

"Probably better to talk to him in person anyway, if our phones are being tapped," Warren said. "I'll go over to the Strongholds."

Maj nodded and headed for the door. She looked back to see if Warren was coming too, but Layla had obviously caught him by the arm as he was leaving. The look of intense emotion that passed between them, along with the way Warren tenderly brushed a loose lock of hair from her face, made Magenta wonder (with a good deal of concern) what exactly had happened here.

She would never have thought he was capable of being so gentle. Feeling embarrassed that she was intruding on their private moment, she slipped out the door as quietly as she could.

* * *

Zach answered his door with his usual level of enthusiasm, which he kept up even after he saw what a foul mood his girlfriend / unofficial fiancée was in.

"Why is your phone off?" she asked by way of greeting. "I've been trying to get hold of you for ages."

"Sorry, babe, I guess I forgot to charge it." He bent to kiss her but she brushed him aside as she stomped into the room. He shrugged and pushed the door closed behind her, but it didn't quite close. "So, what's so important that you've been trying to call me about?

She looked serious. "There's a shape-shifter on the loose. Could be anybody."

"Anybody?" Zach narrowed his eyes. "Even you?" he asked in a sudden moment of insight.

"Don't be ridiculous!" she snapped. "Would I be warning you about it if it was me?"

He shook his head, feeling a bit silly, but he couldn't quite shake the suspicion. "I guess not," he admitted.

"Exactly. Next time, think before you blurt out the first thing that comes into your stupid head. Honestly, it's no wonder the others thing you're an idiot."

Zach knew he shouldn't rise to the bait when she was in that sort of mood, but that seemed really harsh, even for her. He had to ask, "They do?"

"Well, duh! They only keep you around for comic relief."

As she was talking, he noticed over her shoulder that the front door moved slightly. Maybe he should have closed it properly, but security wasn't usually much of a problem in his apartment block, especially with that permanent guard in the lobby. Then a small furry black shape slipped quietly into the room, and Zach knew exactly what was going on. His original suspicion had been right (so there!).

He answered her taunt with, "Yeah? Well, they only keep _you_ around because they think you're Magenta!" With that he snatched up a neutralizer which he had left on his workbench along with other assorted electronic equipment, and snapped it around her wrist. He stood back with a triumphant look on his face which faded when nothing happened.

"You still suspect me, don't you?" She placed her thumb on the neutralizer's biometric sensor and it fell off her arm. "You're such a brick, Zach. You can't tell the difference between your friends and your enemies."

"Can't I?" he challenged. Just then the guinea pig, who had been sneaking her way from the door, launched herself from the coffee table and bit 'Magenta' hard behind the knee. She howled in pain and Zach punched her squarely on the jaw. No one was more surprised than him when she collapsed on the carpet, unconscious.

The real Magenta shifted back into herself as he rubbed his knuckles, wincing in pain. "Not bad," she said, looking impressed.

"Thanks." He started to search the fake for a de-neutralizer, but she made no move to help him, seeming a bit lost in thought.

"What?" he asked, noticing her expression when he looked up after a few minutes.

"Am I really as horrible to you as, uh, 'she' was?" she asked in a small voice.

Zach stepped over the prone imposter to give her a warm hug. "No, not really," he reassured her. "I mean, you can be pretty nasty sometimes but I know that you don't really mean it."

"How do you know that?" she sniffed, suddenly realizing she was crying.

He gave a goofy half-smile and wiped her tears with his thumb. "I just do. Call it Idiot's Intuition." She smiled weakly, and he reckoned that it would probably get a bit mushy for her if he said anything else, which meant it was probably time to change the subject. "So," he cleared his throat, "Let's see who we've really got here."

They both knelt down next to her doppelganger, and soon found the de-neutralizing bracelet under her wristband. Zach took the unconscious shape-shifter's other hand and brought the thumb over to the de-neutralizer.

"Oh please, like it's going to be that easy," commented Maj with more of her normal cynicism. They had heard from some other heroes that lately the de-neutralizers hadn't worked on the wearers' biometrics, which suggested that, unfortunately, the bad guys were learning. On the other hand, it seemed that the plan for this interloper had been to cause his mischief over the phone, and he had only appeared here in person because Zach's cell was off. So they might not have been so careful this time…

Sure enough, Zach's plan worked, and she gave a small chuckle as the de-neutralizer fell off. "Score another one for Idiot's Intuition."

He grinned and picked up the neutralizer which he'd tried to use earlier, and snapped it on 'her' wrist. The two of them watched with interest as the shape-shifter quickly reverted to his own image.

"Oh look," drawled Zach, "It's Jerry 'Carbon Copy Dork' Holme."


	7. Tension

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

**

* * *

**

**Chapter ****7: Tension **

After Warren delivered his warning to the Strongholds, Will took care of Zach's intruder and then flew over to the East Coast to warn both Ethan and Denise about what was going on.

The next day none of them made or took any calls from one another, even though the imposter had been dealt with. Apart from the fact that their conversations were not exactly private anymore, there was also a lingering awkwardness between them thanks to Holme's efforts.

Will's day started off with an impossible couple who adamantly refused to be satisfied with any of the ten houses he showed them, which left him wondering if it was time for him to try another cover job. From there it got worse. In the early afternoon he got an emergency call that there was a bank heist in progress downtown, which should have been a straightforward enough mission even though he was on his own. But as soon as he entered the bank, the robber disappeared. Literally.

Fortunately he didn't need Ethan or Magenta's input on this one. The Vanisher was a notorious armed robber who had enjoyed a long career in many cities across the US. He was on the FBI's most wanted list, and his powers of invisibility had so far kept him from being caught despite the concerted efforts of superheroes and police.

One of the front doors of the bank started to open, and Will was there instantly. Quickly positioning himself in the doorway to block the exit, he abruptly jerked the glass door, knocking the invisible villain in the face and causing him to drop his gun. He stumbled back, briefly becoming partially visible, and Will could see he was holding his nose which was starting to bleed.

Judging from the trail of blood that appeared in spots across the floor, the Vanisher was heading for the back door. Will tracked him easily as he wove through the citizens who fortunately had the sense to stay still. As the villain reached the back offices, he evidently managed to take care of the bloody nose, and there was no longer a trail to follow. Will hesitated for a moment, not sure whether he should continue on to the back door. Although that was where the villain had seemed to be headed, it was also possible that he'd doubled back to the front. This business of trying to fight crime alone was wearing thin.

A couple of screams from the direction of the tellers suggested the robber had taken the second option, and doubled back unseen. Will flew back to the front area, only to find that the reason for the shriek was a wall of flames blocking the front door. His first thought was that the Vanisher had a pyro accomplice, but then he realized that the fire was hovering a few inches above the floor, carefully not causing any damage to the building. There was only one person he knew of who was likely to be doing that, and a brief glance at the citizens confirmed his suspicion when he caught sight of a familiar figure lurking quietly near the door. He could only guess that Warren had found out about the heist on the news, considering he hadn't dared to phone him for help in case the bugged recording could be used as evidence of unlicensed hero work.

Will only had a moment to notice that Warren had also evidently picked up the robber's fallen weapon, before one of the citizens was suddenly knocked to the floor by an invisible force, indicating that the Vanisher had turned around and was heading for the back entrance again. Will flew over the peoples' heads, trying to get a fix on the robber, but he was keeping among the civilians to protect himself from being attacked by either Will or the fire.

Still, this tactic wasn't helping him to escape, and he seemed to realize it. He grabbed a citizen, a young woman carrying a baby, by the arm and bundled her towards the front door.

"Tell your friend with the fire, wherever he is, to drop the firewall or this citizen is going to get fried along with me," came the growled threat from the unseen villain. The woman struggled, but she was propelled closer and closer to the flames, and the baby started to cry.

Will nodded without looking in Warren's direction, and the flames disappeared. The Vanisher moved towards the doors, still dragging the woman as his hostage. However, this maneuver also gave away his position, and Will swooped in to take advantage. He grabbed the villain's invisible wrist and squeezed hard, forcing him to let go of the woman who quickly scrambled to safety. As soon as she was out of reach she quietly comforted her baby, almost the only sound in the room as the citizens watched the proceedings in silent fear.

Meanwhile, Will had his hands full of a writhing, kicking villain he couldn't see. He managed to land a few punches, which caused the robber to drop his money bags, but then a violent wriggle left him grasping air as the villain squirmed free and ran through the front door. Will flew outside, but of course the Vanisher was gone.

Will sighed as he went back inside to hand the money bags back to the bank manager and make sure everyone was okay. He tried to console himself that it wasn't a complete failure. At least he'd managed to prevent the super villain from getting away with the loot, and that was something. It wasn't like he was the first person the Vanisher had escaped from.

But still, his afternoon's work was hardly anything to be proud of. He _really_ missed having the rest of his team at his side, working together as a coherent, well-coordinated unit. There was a limit to how much any of them could help him without getting into trouble, although he knew that if the crisis was serious enough, they would do whatever it took despite the personal risk. After all, they were heroes through and through, whatever their official status.

* * *

That evening, when Warren and Layla got home, she told him that she'd received a strange email from Ethan, and she set up her laptop on the coffee table to show him. 

**Hey guys!  
****Here's something Swedish I wrote from a fortune cookie on my bread plate:  
****Question: Where are those happy days? They seem so hard to find.  
****Answer: ****Avoid films like Nightmare on Elm Street and Friday the 13th, and say Aye to Zach.  
****Cheers,  
****E.**

**------ Below this line is a copy of the message ---------**

**MIME-Version: 1.0  
****Content-type: multipart/encrypted  
****Content-transfer-encoding: binary**

**00000**/////**1**////**0  
****01**///**0**/**0**/**10**/**1****01  
****0**//**11**//**1**/**11**///**11  
**//**10100**/**1**///**01**/  
**10001**/**0**///**00**//**1  
****10**///**1**////**01111  
****100011**//**10**//**00  
**/////**0**//**1**//**1**//**000  
****01001**////**0001**/  
**000001**////**00**///  
**011**//**10**//**1011**/

When he'd finished reading it, Warren stared at the screen for a moment before saying, "O-kay. Either the stress is getting to him, or Popsicle's figured out some sort of secret code."

"That's what I reckoned, but I don't know where to even start," Layla replied, sitting down next to him on the couch. Maybe it was a bit sappy, but she was hoping that doing something together, like figuring out Ethan's email, would help to bridge the gap between them. They'd barely spoken more than a few words since making peace about the Holme incident, and there was an undercurrent of tension that she really hated.

"I'm going to guess that the first part is padding to confuse the eavesdroppers, and the real message is hidden in the 1s, 0s and slashes," said Warren thoughtfully, "Because emails don't usually have stuff like that unless it's a failure notice."

"Yeah, like one of those pictures made up of punctuation marks in rows," she replied enthusiastically. He gave her a bit of a condescending look but didn't comment as she turned her head to the side, both ways, but she couldn't see any sort of hidden image or pattern. "Nope, I don't see anything. Okay, maybe it's actually what it says there: binary."

"Hmm. Dunno about you, but my binary's not up to much."

"No." Layla frowned. "I don't understand why Ethan would send us a message in it. Especially not when the geek who's reading our mail can probably translate it much faster than we ever could."

He didn't say anything as he re-read the first part of the message. Maybe it wasn't padding after all, but rather clues to interpreting the second part. There was something about the phrasing of the 'Question' that was awfully familiar, like it came from a song or something, but he couldn't quite put his finger on it.

Layla had another idea. "Unless… unless it's just supposed to _look_ like binary, meanwhile it's some other sort of code. Such as Morse code, for instance."

Warren snorted. "Like Ethan would use something that primitive."

"Even so, it could be something from our old Cryptography for Hero Support notes." She got up to go and find her old school books in the bottom of her cupboard.

He wanted to make some sort of comment about her being sentimental about her old school stuff, but for some reason he didn't feel like it was appropriate to tease her. It was like the easy rapport they'd shared since that first night at the Paper Lantern had frozen over, and it would probably take some time to defrost enough for them to be properly comfortable with each other again.

When she got back to the computer, he was still staring at the screen.

"Any progress?"

"Some." He pointed to the top part of Ethan's message. "You get fortune cookies in Chinese restaurants, and Chinese writing goes _down_wards, which I'm guessing is a clue to read the 'binary' in columns instead of across."

"And the 'bread plate' bit?"

"The bread plate goes on the left." As a former waiter, he'd know that sort of thing. "So that probably means we need to read the columns from left to right." She looked a little blank, so he reminded her, "Chinese writing normally goes from right to left."

"Right. Okay, what else?"

"Well, I was just looking at the 'Nightmare on Elm Street' bit. What's another word for horror films?"

"Something I really don't want to watch?"

"Apart from that," he retorted impatiently, regretting his sharpness instantly even though she hid her reaction well. He clenched his jaw, wondering how on earth they were going to fix their relationship. One thing was for sure, if he ever got his hands on Jerry Holme, it wasn't going to be a pretty sight…

"Okay, a synonym for horror movies," she concentrated on the question at hand, burying her feelings for the moment. "Uh, thrillers – no that's not the same thing – um, psycho serial killer movies, gory films, slashers–"

"Slashers, that's it." She looked at him quizzically, not sure how that was the answer, and he explained, "Or rather, _slashes_. In other words, ignore the slashes and just read the 1s and 0s."

Layla thought that was possibly a bit of a stretch, but it made a certain amount of sense. She pulled her laptop across the coffee table so that it was closer to her, and held her hand up to the screen, covering everything but the first column. "Oh, I got it!" she exclaimed. "000 111 000. If you take the 0s as dots and the 1s as dashes, it reads SOS in Morse code."

"And SOS is an Abba song, which explains the 'Swedish' bit," Warren smiled slightly in realization, "And the 'Question' is the opening line of that song.

"Oh, right," she replied a bit flatly. Normally she would have teased him about knowing the words of an ancient 70s song, but she just didn't feel like she could. This walking on eggshells was absolutely awful.

"So, um, I don't suppose you have Morse code written out somewhere in your school stuff?" he asked, breaking her out of her unhappy thoughts.

"I hope so, considering it's probably not safe to look on the internet if they're tracking our emails." She took her freshman notebook from the pile and opened it. "I seem to remember that right at the beginning of this class we had a section on historical codes and–" She broke off as she turned the page and saw something that made her blush furiously and cover the corner with her hand. "Oh, how embarrassing."

"What?" asked Warren leaning over to look at the page entitled 'Morse Code'.

"Nothing."

"You're going to have to show me sooner or later," he pointed out.

Layla sighed, seeing little option considering they needed to use the page. "Okay, well, you have to remember I was very young then and really sentimental and…" She trailed off as she ran out of excuses. Very reluctantly she moved her hand so that he could see how she'd decorated the corner of the page with '_Will Stronghold is my hero_' written in red and blue and surrounded by green hearts.

She held her breath, waiting for his response. Under normal circumstances she could expect to get teased about something like that, but the way things were at the moment, she had no idea how he would react. The last thing she wanted was to get into a fight about something so trivial.


	8. Spy Games

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**Another double chapter, but don't get too used to it ;P Most likely I'll be back to single chapters from now on.**_

* * *

**Chapter 8: Spy Games**

Warren couldn't help it. He started laughing, but there was nothing malicious or unkind in it.

Layla had to smile too, ducking her head in embarrassment, while at the same time giving a silent sigh of relief. All of a sudden the uneasy atmosphere seemed to have evaporated completely.

"And you asked me if it was _obvious_ that you were totally into him!"

She blushed even more, although she was perfectly happy to be teased for once, because it was a sign that things were getting back to normal. "I think you're enjoying this a little too much."

"No, I'm not enjoying this at all," he replied, but he didn't stop chuckling. "In fact, I'm really jealous."

Giving him a mock-glare, she tore off the offending corner of the page. "Here, burn this. And then pull yourself together unless you're planning to sleep on the couch tonight."

"Yes, ma'am!" Still grinning at her discomfort, he ignited the scrap of paper. She studiously ignored him, an impressive feat when he started to tickle her, and tried to focus on using her Morse code notes to decipher the message.

After three letters-worth of squirming and trying not to laugh, Layla decided she'd had enough and she remarked dryly, "You seem to be forgetting I can make fireproof vines now."

Warren smirked at the thought of her experiment which had finally succeeded after so many years of trying, and then the last of his humor disappeared as something else occurred to him. "You didn't threaten _him_ with that, did you?"

She stopped what she was doing and just stared into space. "No, I didn't think of it, not even when he threatened to hurt me if he found me here. It just wouldn't have been an appropriate thing to say. I mean, it's like our little private joke, but there he was talking about… _divorce_. Things were way too serious for that."

"Mmm. So at least they don't know that you can do that now."

"No. But I _did_ say something about you having lost your powers." She turned to him with a sheepish expression. "Sorry."

He shook his head. "Don't worry about it. It's in my file, I'm sure Arnolde knows about it already."

"Jerry really did his homework properly this time," she said sadly. "He knew exactly which buttons to push."

"Yeah, but it's okay, he's out of the way now," Warren tried to comfort her.

"How long do you think that will last? Arnolde probably has him out of jail already."

"I wouldn't be too sure about that," he replied smugly.

"Why? What did you guys do with him?" He hadn't had a chance to tell her about what had happened the night before, as she'd already been asleep when he got home and they hadn't spoken much that morning, apart from him telling her who their imposter was.

"Stronghold dressed up in his Eagle suit," and Layla had to smile at the way he referred to Will in his superhero uniform, "and took Holme down to the police station, same as he does with non-super criminals. Holme's neutralized, of course, so they don't know he's a shape-shifter, and he's gonna be nailed for unlawful entry."

"Unlawful entry? Is that all?" That was letting him off far too easily. "What about impersonation, fraud, identity theft, even defamation of character?"

"Trouble is, you can't try for any of those things without having to explain _how_ he did it, and as soon as they find out he's a shifter…"

"…It becomes an NCS case and then Arnolde can get him out of custody easily," she finished, nodding in understanding. "But, with a charge as minor as unlawful entry, surely he'll be out on bail by now?"

"Normally, yes. But remember, Arnolde wipes the records of his minions, so as far as the cops can tell, Holme doesn't exist." Warren grinned. "And considering they've been warned by their favorite superhero that the criminal seems to be a pathological liar with delusions that he's a super villain, they're not going to take anything he says seriously. The case is gonna be tied up in red tape for ages, and what's more, Arnolde doesn't even know where he is."

"So he can't rescue him. Very sneaky."

"Just playing by his rules."

"Speaking of sneaky…" she said, pointing at Ethan's email.

He smiled playfully. "Go ahead, I promise I won't tickle you anymore."

Instead he got up and walked around to the back of the couch to massage her shoulders, and she leaned into his warm touch.

"Hey, hey, focus on the code," he prompted lightly.

"Aw, spoilsport," she mumbled with a grin, and got back to work.

A few letters later it transpired that the rest of Ethan's secret message was the alphabet in Morse code. Evidently he'd put that in just in case they didn't have it written out.

"Okay, that explains the 'Aye to Zach' bit," she remarked. "A to Z."

Warren nodded. "Clever. But if we managed to work it out, won't the slugheads reading our mail also be able to?"

"Okay, we can ask him that. We need to send him some sort of reply to show that we understood the message."

After thinking for a few moments, she typed, _'Thanks for the tip. Fortune cookies dispense great advice, although Warren got a good laugh out of it, don't ask.'_

"Nice," he said, reading what she'd written over her shoulder. "They'll be looking for deeper meaning in that for hours."

Layla smiled and tore a piece of paper from the back of her notebook to translate Warren's question for Ethan into Morse before she typed it in columns of 1s, 0s and slashes.

When she'd finished with that laborious process and sent it off, she looked over her shoulder at him. "So, just to re-cap. Kate _is_ really pregnant, right?"

"Yup," he kissed the top of her head and then came around to sit down next to her on the couch again. "I even remembered to congratulate them when I went around last night to warn them about our imposter."

Layla grinned happily. "Cool. I was just wondering if it was actually her I spoke to."

He shrugged. "Simple test – did she try to fight with you?"

"No, she was too busy complaining about Will even though I could tell she almost agreed with him."

"Then it was really her. I reckon Arnolde's cronies have been listening in to our conversations for a couple of weeks now, probably ever since the Phyto incident, just waiting for an opportunity to cause trouble."

"And it was my conversation with her that gave them the idea."

"Apparently."

"Oh, and just out of interest, I was on Will's side." Warren raised his eyebrows in disbelief and she said, "There's no need to look at me like that. It's not like it's really a sexist issue, it's a question of common sense. I mean, that was the first thing that came into my mind when she gave me the news."

"The very first thing?" he teased knowingly.

She rolled her eyes with a tolerant smile. "Okay, okay, the very first thing I did was squeal excitedly. Happy?" He smirked, and she went on more seriously. "A few months ago she was thrown from the top of a building and she was in ICU for three days. If she'd been pregnant when that happened, the baby might not have survived even though _she's_ pretty tough. Imagine how that would have made her feel. That's what I told her."

"So, hypothetically speaking, you'd agree to Will's suggestion if it was you?"

"Guess I walked into that one, didn't I?" she replied with a rueful chuckle. "Yes, I would, because I'm even less invulnerable than she is. But," she warned him lightly, "That doesn't mean I'd _like_ it."

He nodded, looking satisfied with her answer. She was dying to ask if his 'hypothetical' question meant that he was re-considering the issue of having children. They'd discussed the subject before they got married, and she'd realized that his reluctance to have kids was related to his general self-esteem problem and his fear of someday going villain. Then, when he'd got his full powers as a fire elemental, that had brought another concern – that any offspring of his might have enough of his genes to draw attention from people like the Battle family.

Her ruminations were interrupted by another email arriving from Ethan.

"What, already?" asked Warren incredulously.

"He probably had Morse code memorized long ago," she answered and they read the first part of the message, which said, _'Yes, I got one the other day that says 'Don't wear spots and stripes together.' Now they tell me. By the way, you can also get fortune cookie advice on your cell phone these days.'_

"In other words, we can use Morse for text messages too, then," surmised Layla, and then she started working on decoding the second part of the email.

Warren frowned slightly. "But it's even more difficult to write a text message in columns than an email."

"Yeah, he's probably the only one who'll be bothered to try."

She finished translating the Morse code, which read _'TOO PRIMITIVE TO BE GUESSED'_, and turned to him with a smirk. "Well, well. Wasn't that what you said? That Morse code was too _primitive_ for Ethan?"

"I think you're enjoying this a little too much," Warren grumbled good-naturedly, and leaned in for a kiss.

* * *

Surprisingly, it didn't take nearly as much begging, arguing or groveling as Will expected, probably thanks to Layla's input. In the end Kate accepted the wisdom of taking early maternity leave from hero work quite philosophically, to everyone's relief.

Will was assigned his new partner a week later. He flew over to show Warren and Layla the letter he'd received that informed him of Kate's temporary replacement, rather than talking about it on the phone, for obvious reasons.

"At the risk of sounding extremely cynical, I guess we can assume that they've sent her as their spy," he said when they'd read it.

Warren frowned slightly when he saw the name of Will's new partner, Tessa Ract. "I met her a little while ago," he remarked.

"The Portalier? Really?"

"Yeah, she didn't strike me as the type who'd be a mole."

"Well, it _is_ possible that she's legit," Layla ventured. "I mean, this letter comes from the Chief Director, George Spelvin, not from Arnolde."

"It's also possible that Arnolde has the Chief Director under his thumb," replied Warren.

"Yeah, he must have, come to think about it, if he managed to get the reassignments past him," Will said thoughtfully.

Warren frowned. "Still, she just didn't seem to be the sort of person who would join his rogue group in the first place."

"Maybe she doesn't know she's being used as a spy," suggested Layla, wanting to give her the benefit of the doubt. "What's her power, by the way?"

"Portal creation."

"But isn't it almost redundant to pair her with Will then, considering his super-speed?"

"Well, I think that pretty much confirms that her purpose is to spy on us," said Will. "Look, maybe you guys shouldn't be helping me out any more." Warren just gave him a look, and he went on, "You know perfectly well that the testimony of a superhero is enough to get you indicted, however good your alibi is."

"Well, we'll just have to be really careful then," Warren responded, although he knew perfectly well that it may not be possible to hide that sort of thing from another hero. It was hard enough keeping hidden from the public.

Will gave a small sigh and smiled grimly, torn between serious concern for his friends and gratitude for their assistance. The way things were going lately, he needed all the help he could get.

* * *

Three weeks later, Tessa gave her first report.

"They're all very discrete about it – the citizens never see them, in costume or otherwise. Will took down Powerblaster on his own, but Zach helped him see where he was going when Nightshine covered the city in darkness and Layla helped him when Super-Model tried to seduce him with her pheromone powers. Warren used his pyro-psionics to seriously minimize the damage when War Head did his self-detonation thing in the City Hall, and he helped Will snap out of an illusion that Mindset had trapped him in, along with a couple of other instances that I didn't see but I'm sure it was him. He's the one who works secretly with Will the most."

Grey Arnolde leant forward in his chair and rested his elbows on his desk. "Then he must be stopped, one way or another. I cannot have him interfering in my plans by keeping Maxville's superheroes in good favor with the public. Does he know what will happen if he is found out?"

"Permanent Neutralization," she replied quietly. "Yes, I expect he knows, which is why they're all so careful about not getting caught."

He seemed to be deep in thought and Tessa was wondering if her interview was over when he spoke again. "Have you managed to find out anything about the secret code they're using in their emails to one another?"

"No, sir. I don't think they trust me enough yet to tell me."

"They don't suspect you, do they?" he asked sharply, looking concerned.

"It's nothing personal, I'm sure," she reassured him. "But they've only just found out that their phones and emails were bugged, it's going to take them a while to entrust their secrets to a relative stranger."

"Yet they don't seem to have a problem with you knowing about their unofficial hero work," Arnolde observed.

"They don't know that I know, sir." She paused, and then asked the question she'd been wanting to for the past couple of weeks. "There's something I really don't understand about my assignment."

"And what is that?"

"Why are they such a threat? They seem to be committed to the same cause as we are, and they don't let NCS regulations stand in the way of fighting crime and supervillainy either. I would have thought we were on the same side?" After all, it had been her conversation with Warren that had inspired her to join Mr. Arnolde's group when she was approached.

"I admit, they have shown a commendable disregard for bureaucracy on a number of occasions," he replied. "But, unfortunately, they also have an annoying habit of getting on their high horses about morals and ethics, and that has stood in our way before."

"But aren't morals and ethics what make us different from super villains?" she asked, confused.

"My dear girl, you are so idealistic, which is part of why you were recruited, but there is still so much you need to learn. Yes, ethics are important in their place, but in this case we need to look at the bigger picture. When there is a new generation of superheroes protecting the people, you'll see that the ends will ultimately justify the means."

But would they really? wondered Tessa as she opened a portal and stepped through back to Maxville. She wasn't so sure about that.

* * *

For a few moments Arnolde just sat and watched the space where the Portalier had been. Now he had a choice, one that was actually more tricky than it looked. True, he had his proof that Warren Peace and his friends were moonlighting as heroes, so he could have his revenge for the way that they'd foiled his plans so often. Legally, they wouldn't have a leg to stand on, and he could get them all locked away until the time came to unveil his master plan.

But as Grey visualized his triumph, another thought struck him. There was the danger that if he had Peace arrested he was running the risk of creating a martyr. The last thing he needed was for the other heroes across the country, who were by now extremely discouraged and struggling with low morale, to start rallying in support of their unjustly accused peer.

What he needed was to deliver them a crushing blow, a painful and humiliating public defeat that would seal the fate of superheroes everywhere. It would take all of the de-neutralizing bracelets he had been saving up, but it would be worth it if it meant the end of their troublesome rebellion.

He needed to visit the Ultra-Max again. It was time to bring out the big guns.


	9. Menace

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**Thank you to everyone who has reviewed, and thanks to always.x.forever and to **__**andrewjameswilliams who both made comments that inspired plot points for this chapter**_

* * *

**Chapter ****9: Menace**

Maxville was on fire.

Not the whole City, of course, but it was enough to give Warren a nasty flashback. He had seen a horrible scene like this before – in that recurring nightmare he used to have about going dark side. Admittedly, this fire only stretched across a diameter of three blocks, but it was spreading quickly, much too fast to be natural.

The police were evacuating people as fast as they could from the surrounding office blocks, and all the nearby fire stations were sending personnel to help. Firefighters were spraying the blaze from all angles with fire hoses, while Warren, Dean and others were assigned to search and rescue.

Warren was using his powers sparingly, not just to keep a low profile, but largely because he had a strong feeling he would need them a lot more later. As he and Dean made their way through the first building they entered, he used his pyro-psionics to read the situation on a broad scale. He had been able to tell as soon as they arrived on the scene that this fire was caused by a pyro, possibly more than one from the size. Now that he was closer, he reckoned from the way that it was growing that there were at least fifteen to twenty pyros involved.

But it hadn't all been caused by pyrokinetics. Some of the fire had the same feel about it as when he lit Layla's scented candles using a flame construct. Then he felt another construct being created, and he was pretty sure he knew who had made it. Hellfire.

And that wasn't all, he realized as he froze for a moment in concentration. There was… another type of fire, one he had come across before…

He strode over to the window, and sure enough, in between the normal flames ravaging the building across the road, were walls of pure white flames.

Dean joined him at the window. "What's that?"

"Cold-fire. Burns like dry ice, even I can't touch it," Warren replied shortly. This situation was getting way out of hand extremely fast. "Dean, could you please call Will Stronghold, using your own phone?" He took out his cell and handed it over. "His work number's on there. Tell him to get his butt here asap 'cause we're looking at a large handful of the Battle family, including Hellfire, plus Arctic Flame. Got all that?"

"Battle family, Hellfire, Arctic Flame," Dean repeated. "Got it."

Warren nodded and walked off down the passage, straight through a wall of flames. Dean shook his head. As often as he'd seen that sight, he'd never quite got used to it. And then he pulled himself together. He had a call to make and people to rescue.

As he walked quickly to the next room he needed to search, he scrolled through the numbers on Warren's phone, shaking his head at the names listed – Z, Flyboy, Sparky, Hippie, R2D2, Popsicle…

"Dammit, Warren, why can't you just call people by their real names?" he sighed, and then suddenly recalled the fact that Warren had called _him_ by his first name a few minutes ago, probably for the first time since he'd known him. He couldn't help wondering if that was a sign of how bad the situation was.

Dean really didn't have time to dial every number listed, not when there were so many people needing to be rescued. In desperation, he decided to phone Warren's wife. He'd met her, so he was reasonably sure which nickname was hers.

* * *

One of the first priorities in dealing with a fire was to locate the cause and deal with it. That usually involved gas leaks and other fuel sources, but the same principle applied to pyros. There was no way they were going to get this situation under control until the perpetrators were neutralized.

Warren could tell from the fire's growth that there were pyro villains spread out across the area, but the only one he could really track was Hellfire because he could sense where the constructs were being created. The ex-godfather of the Battle family seemed like a good place to start anyway, considering his constructs could cause a lot more widespread damage than the pure pyrokinetic, plus there was a good chance he was in charge of the operation.

He turned onto a skywalk spanning the road between the building he was in and the one where he could sense his quarry was. The enclosed bridge was full of smoke, so he barely had a few seconds to react when a fireball came flying out of the haze at him. Warren ducked instinctively; even though it couldn't hurt him, it could knock him off-balance. He aimed two low fireballs in return, the idea being to trip up his attacker, and heard the thud of someone landing hard.

Hoping that there was only one of them, Warren ran forward. His adversary was starting to pick himself up, but Warren knocked him down again with another fireball.

The villain was Firebrand, one of the Battle inner circle whom the Guardians had arrested in a dramatic raid on the family headquarters. He wasn't too bright, but he looked big and scary, and he had probably been positioned on the skywalk for guard duty.

Warren snapped a neutralizer around his wrist, and was hardly surprised when it had no effect. What _was_ a surprise, however, was that the de-neutralizer was openly visible around his other wrist. But, with Firebrand's size and strength, it wasn't easy for Warren to get him to touch the biometric sensor with the fingers of his other hand. Still, it seemed that the years in prison hadn't done much for the villain's fitness, plus Warren had the upper hand considering Firebrand was already half-sprawled on the ground. After some struggling, he managed to achieve his purpose.

With absolutely no effect. He swore softly, still sitting on the pinned-down villain, wondering briefly if he should try the biometrics of the villain's other fingers, or even combinations thereof. He remembered what Magenta had said recently, that other heroes were often finding that the de-neutralizers didn't come off using the wearer's biometrics anymore.

This was taking too long. While he was wasting time messing around with one thug, there were still ten to fifteen others feeding the fire, which now spanned a diameter of six city blocks.

Firebrand also seemed to be getting bored with the proceedings, and he took advantage of the fact that Warren's attention was focused on his wrists, and he kicked out, knocking the hero slightly off-balance. In almost the same movement, he shoved Warren off him, into the sidewall of the skywalk.

There wasn't much room in the narrow bridge for a fight, and visibility was limited to a couple of yards. Warren slammed the villain into the opposite wall, and to both their surprise, the window shattered and the bricks gave way. Firebrand tried to grab onto the bridge as he fell backwards, but he couldn't get a handhold. Warren only just managed to catch himself in time before he fell too.

The villain landed with a groan. Warren looked down as he raised his head and then slumped again. It was only two storeys, and being a pyro he could easily survive that kind of fall without permanent damage. But at least that was one of the bad guys out of action.

* * *

Dean hung up with a short sigh of relief. Finally, he'd managed to pass on Warren's message. Layla hadn't said much during their short conversation, but he guessed that was more because she couldn't talk freely than because she didn't believe him or appreciate the seriousness of the situation.

With that done, he got back to work on search and rescue.

There were a lot of people that needed to be rescued. The fire had spread so quickly that there hadn't been much time for any of these buildings to evacuate before the people were trapped.

Dean radioed for assistance, but the Fire Chief told him that all the units were busy and there was no one to spare. He acknowledged it, and made the best of it that he could.

Then things got rapidly worse, as a wall of those strange white flames – what had Warren called it? Cold-fire? – appeared out of nowhere, blocking their escape route. Another wall of cold-fire suddenly shot across behind him, causing him to drop the two cell phones he'd been holding and jump forward to get out of the way. The cold-fire advanced over the area where he'd just been standing, and they watched in horror as the fallen cell phones were, from the looks of things, frozen solid before being reduced to white ash.

If this was a scare tactic on the part of this 'Arctic Flame' person, then it was working. They were definitely scared.

He didn't need to give them Warren's earlier warning not to touch the white flames. They'd all got that message loud and clear. Another wall of cold-fire cut him off from the citizens, and then they were all herded off towards one of the buildings in the middle of the fire.

* * *

Layla worked in an open plan office. That was part of the reason why she wasn't keen on taking emergency calls these days, apart from the fact that it wasn't easy for her to leave in a hurry. When she'd been having that argument with 'Warren', she'd had to hide out in the bathroom to have a private conversation.

So, when Warren's partner Dean phoned and told her what they were facing, she had to squash her first impulse to phone Will straight away. With a vague response to her colleagues who were looking at her curiously, she took her cell phone and headed for the bathroom. Halfway there, it occurred to her that maybe she shouldn't be using her cell anyway because of Arnolde's eavesdroppers, and she changed direction, heading for the elevator instead. She went out the front door of the building, and ran for the payphone halfway down the block.

In the phone booth, she fished some change out of her pocket and quickly dialed Will's work number, only to be told he'd left for a meeting with a client – an hour ago. She tried his cell phone but there was no answer. Getting desperate, she decided to take her chances and use her cell phone to call him using the emergency ring tone, but that only got her his pre-recorded message saying that Eagle was on a distress call and he would get onto the next crisis as soon as he'd finished with the current one.

Someone banged on the door of the phone booth and Layla impatiently gestured to him to wait. She glanced at the time. It was about 10 minutes since Dean called. Maybe, in that time, Will had arrived on the scene and there was no need for her to panic. So she tried phoning Warren to see if things were under control, but all she got was the tone for a disconnected number. She even tried Dean's number, with the same result. That didn't bode well.

She wished she knew more of what was going on, so she left the phone booth and, ignoring the rather rude comment from the man waiting to use it, she walked quickly to the electronic equipment store on the corner. A number of the TV sets in the window were tuned to the news, as usual. Just as she'd feared, the main item was a huge, out-of-control fire in the business area across town. And there was no sign of Will.

Layla took one look at what was going on and started dialing a long distance number.

"Hello, Josie?"

* * *

Warren got to the other end of the skywalk and paused before walking into the building. He couldn't feel the presence of any flame constructs, which meant that Hellfire could be somewhere else by now. On the other hand, Firebrand must have been on guard duty for a reason.

There was no time for second-guessing. Much as he hated going in to situations like this completely blind and without backup of any kind, he didn't have much of a choice.

As he stepped through the door, he spotted a familiar figure lounging against the receptionist's desk, looking like he was merely waiting for an appointment.

"Hello, Warren," said Barron Battle, but the only response he got was stony silence. "What, no 'Hi, Dad, how are you?'."

"No. I don't actually care how you are." Sure, he'd slowly come to forgive his father for betraying their family, but that didn't mean he _liked_ the man.

Battle gave a knowing smirk. "But you must be curious about how I got out of the Ultra-Max?"

"No, I'm pretty sure I know the answer to that one." Warren was actually only half-concentrating on the conversation. He was trying very hard to detect any sign of Hellfire's constructs.

"Well, you seem to know everything. That's hardly fair, you know, considering I was hoping we could have another little trade of information. I _so_ enjoyed the last one we had."

Now he had Warren's attention, briefly. "What do you want to know?"

Battle pushed himself off from the desk and walked towards Warren with pretended nonchalance. "For one thing, I was wondering why you aren't dressed in your nifty catsuit, and also, where's your little friend, Stronghold Junior?"

Good question, thought Warren, who was starting to wonder the same thing. Battle went on, "Oh and I was hoping to meet your little wife with her pathetic Green Peace powers…"

Warren decided he'd had enough of the conversation. It wasn't the insult to Layla, it was the fact that his father was just trying to distract him, and while he had no ability to sense other pyros, he had a horrible feeling he was being surrounded.

Battle seemed to take his growing agitation as a response to his needling. "Struck a nerve, did that?" He stepped right into Warren's personal space and looked him in the eye, jutting out his chin. "What are you going to do about it, hero boy?"

It was obviously some sort of set-up, no doubt another form of distraction. Warren knew he shouldn't rise to the bait, but he also knew that he needed to get his father out of his face so that he could deal with the bigger issues at hand.

On the other hand, nothing would annoy the villain more than not playing his little game.

But while they were trying to outstare each other, Warren could sense that there was a lot of cold-fire heading in their direction, and that meant it would probably be an idea to get this over with.

It was a short fight, but quite a messy one, with a lot of collateral damage to the office they were in. Warren was stronger and fitter, but his father fought dirty and he had friends. They traded punches and fireballs for several minutes while Warren tried to keep a pyro-psionic 'ear' open for what was going on outside.

Just as he could sense that the cold-fire was getting very close, two of the villains flipped Warren hard onto his back, and for a few moments he was winded.

As he was trying to get his breath back as fast as possible, Hellfire stepped into his view and looked down at him condescendingly. "Do you know you've got a price on your head from both sides now? Yes, Warren, even your own people want you dead. Not a nice thought, is it?"

That was definitely not worth a response, whether or not it was true. Warren got to his feet, glaring at Hellfire, his father and the other five pyros arranged in a loose circle around him. They were obviously waiting for something. He could sense that the cold-fire was right on the threshold now, but he couldn't understand what they were up to. Surely they knew that they were actually in more danger from it than he was?

Hellfire nodded to one of the villains and he opened the office door. A small group of people were herded into the room by the white flames – five terrified citizens and, separated from them by another wall of cold-fire, Dean Allen.

The villain turned to Warren with a nasty, triumphant sneer. "I understand you heroes are quite clued up on moral dilemmas. So here's a tricky choice for you. On the one hand, we have these five hapless members of the public, who represent all of those poor sods trapped in this lovely inferno we've created. On the other hand, we have your friend who's trying so hard to be an everyday hero. Up to you, boy scout. Which are you going to choose?"

There were a number of very good reasons why superheroes had a policy of not negotiating with terrorists. One of them was the fact that, even if their demands were met, there was always a very good chance that they would kill the hostages anyway.

With villains like these, it was pretty much guaranteed.


	10. Tough Choices

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**As always, thank you to my reviewers. I really appreciate your encouragement and thoughtful insights, and your comments and suggestions help me a lot.**_

**

* * *

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**Chapter ****10: Tough Choices**

Will was bored stiff.

He kept sneaking glances at his cell phone, hoping something would happen to save him from his guest appearance at the Maxville Arts Society Annual Tribute to an Obscure Artist. Every time the current speaker seemed to be winding up, she got a second wind and launched into another detailed description of the work of some painter he'd never heard of. From where he was sitting on the stage behind the podium, he could see that the audience felt the same way as he did. There was a lot of whispering and subtle pointing in the direction of the stage, and he suspected that the comments about the speaker were less than polite.

For obvious reasons, Will hadn't been that keen on the idea of giving a speech at the Arts Society Tribute but they'd asked so nicely when their planned guest speaker suddenly cancelled. And with all the bad publicity for superheroes lately, he felt that he really needed to take any opportunity to do some PR.

But, oh, where was a nice monster on the rampage or mad scientist trying to take over the world when you needed to escape a painful social function?

Finally the woman finished her lengthy oration and it was his turn. As he stood up to the podium, he realized that it wasn't the speaker that the audience had been whispering about, but something beyond the stage. He looked over his shoulder to see what they were staring at, and froze at the sight of smoke pouring from a section of the city skyline, just visible through the window behind him.

Will couldn't understand why the Mayor (or a certain firefighter) hadn't called him, but that detail would have to wait. He turned back and leant over to the mic on the podium. "Sorry, folks, but I have to go. Duty calls!" He gave his most charming smile and wave as a camera flash went off, and then grabbed Tessa from her seat on the stage and took off with her in his arms.

From his perspective in the air, it made even less sense that he hadn't received a distress call. The fire stretched across several blocks of the financial district and it seemed to be growing way too fast for buildings that were designed to be fire resistant. That meant there were probably a number of pyros involved. As he landed, he spotted walls of white flames among the normal fire, just to add Arctic Flame to his problems. This was an extremely messy situation and it was way out of control.

On second thought, the boring social function didn't look so bad…

Will told Tessa to start rescuing people while he went after the perpetrators. From an overhead perspective he could see where the fire was growing, which helped him to guess the villains' positions. As he swooped down to apprehend the nearest one, he couldn't help wondering where Warren was in this mess – because there was no way Warren _wasn't_ involved – and he really hoped his friend wasn't going to try doing something stupid like extinguishing the whole lot at once.

* * *

Hostage situations. Warren hated them intensely. Even though he had faced a few of them in his career as a superhero, he was never sure if he was making the right choice.

He hesitated, thinking as quickly as he could, and Dean spoke up.

"Warren, you know what you have to do," he said with forced calmness even though he was obviously terrified.

That statement, of course, earned a good deal of derision from the villains. Warren didn't say a word as he tried desperately to work out a way to save everyone.

His father seemed to know exactly what was going through his head. "Don't think you're going to get out of this by being clever. You know you didn't inherit the brains from my side of the family," he gloated with a gesture to the other Battle villains.

Warren didn't dignify that with a response, even though there was an unfortunate amount of truth in it. He couldn't think of anything, any sort of cunning solution or loophole.

There was only one thing he could do in this situation, as far as he could see. It was a bit short-sighted – okay, a _lot_ short-sighted – considering it would no doubt leave him defenseless, plus it wouldn't even guarantee anyone's safety.

But he had to do _something_, even if it wasn't terribly brilliant. He reached out with his pyro-psionics to touch all of the fire, including Arctic Flame's contribution and the three flame constructs of Hellfire's. With all of the fire under his control he was just about to extinguish it all when the grates covering all the ventilation ducts in the room burst open and scores of vines shot out from the ducts in the walls and ceiling. After a brief pause as if to orientate themselves, the vines snaked around the room, capturing each of the villains in a stranglehold. The Battles tried to burn their way free as they struggled and gasped for breath, but the plants were completely fireproof.

Warren jerked his head at Dean. "Go."

The hostages didn't need a second invitation, and ran for the door. Warren left the room last, looking back at the captured villains with a smirk.

"Well, Dad, it looks like you've just met my wife."

His father and Hellfire glared at him as best they could while being almost suffocated. Warren turned on his heel and strode across the skywalk after Dean and the hostages. He wondered how exactly Layla had been able to see what was going on in the room in order to direct her fireproof vines with the same precision as if she'd been standing right there. Grateful as he was for her assistance, particularly considering her plan was a lot more effective than his would have been, all he could think was that she'd better not be anywhere in the vicinity.

He patted his pockets in mild confusion before remembering that he didn't have his cell phone. Catching up with Dean and the others, he asked for it back but the other firefighter looked apologetic.

"Uh, Arctic Flame kinda froze it, and mine too. Sorry."

Warren dismissed the issue with a shake of his head – he'd deal with that later – and asked the citizens if he could borrow a phone. At that stage the people weren't quite sure what to make of him, but one of them seemed to reckon that Warren wasn't the enemy, and she handed him her phone.

He thanked her with a short smile and dialed Layla's number, really hoping that he wouldn't hear it ringing nearby.

* * *

Layla was trying to keep track of six monitors at the same time when her phone rang, so Magenta answered it for her.

"Oh, hi Warren," she said after listening for a couple of seconds.

On hearing who it was, Layla gave a slight smile and held out a hand for her phone without taking her eyes off the screens where she was watching the progress of her plants. In the half hour since she'd phoned Steve and Josie, Zach had rigged some of her fireproof vines with miniature cameras which Magenta had patched through to the monitor system in the Guardian van. Navigating by what the minicams showed her, she was able to control her vines from a relatively safe distance.

"Hey, how's it going?" she said, trying not to sound too distracted.

"Fine, thanks to your help," he replied. "Great timing, by the way."

"Cool. Are you okay?"

"More to the point, are you?"

She frowned slightly as she maneuvered one of her minicam vines up the center of a stairwell and another across a smouldering corridor, both searching for villains. "Yes, of course, why shouldn't I be?"

"Okay, let me rephrase that. You're not controlling those vines by line of sight, are you?"

There was something in his tone of voice that was just begging to be teased. "No dear, that would be silly and reckless. As it happens, I'm–"

"No, don't say where you are over the phone," he interrupted. She suddenly realized she had been rather careless, almost giving away her position to Arnolde's eavesdroppers like that, but she could hear the smile in his voice in response to her teasing as he added, "Just tell me you're safe."

"We're safe," she replied obediently. Zach was driving the van slowly around the fire zone, close enough so that she could use her powers, but constantly in motion to hopefully prevent being noticed. It was quite a strain directing her vines remotely, but apart from a bit of a headache she wasn't in any immediate danger.

There was a short pause, then he said, "Good, see you later."

Now he was the one who sounded distracted, and she briefly took her eyes off the screen as she wondered what had suddenly caught his attention. "Warren?" she said, forcing herself to focus on what she was doing. She had almost missed spotting a Battle pyro she recognized as Napalm, terrorizing some important-looking men in three-piece suits in a corner office.

"Mmm?"

"Don't even _think_ about extinguishing this whole thing by yourself." Just in case he was being distracted by some sort of crazy idea like that.

"No dear, that would be silly and reckless."

Touché, she thought as he hung up and she forcibly put him out of her mind. She needed to concentrate on rescuing some board members from Napalm.

* * *

"We're safe," she replied and Warren breathed a silent sigh of relief before frowning slightly as he sensed something coming. He and the hostages were on the ground floor of the building, almost at the front door.

It felt vaguely like a construct, but … not quite …

"Good, see you later," he replied to Layla, but his mind was actually on trying to work out what he was sensing.

He was about to hang up when she said, "Warren?" in a tone that suggested she'd worked out something was wrong.

"Mmm?" he responded distractedly as he suddenly realized what it was. He was ready only just in time as a cloud of sparks suddenly appeared out of nowhere, apparently, and coalesced into a flame construct right among the citizens. They barely had a chance to react in fear before Warren took control of the fiery serpent and shrank it down to miniature size. As he was doing that, he sensed that the construct was on 'autopilot', so it was safe for him to extinguish it entirely.

He did so as Layla was saying, "Don't even _think_ about extinguishing this whole thing by yourself."

"No dear, that would be silly and reckless," he quipped and then hung up. Evidently Hellfire had worked out the trick of controlling flame constructs when they were in sparks form. Although, what he had been hoping to achieve with that stunt, Warren wasn't sure, but it was probably an act of desperation. Remembering that the Battle ex-godfather had previously had three constructs active, he quickly sought out the other two 'psionically and destroyed them too.

The citizens were now staring at him over their shoulders in varying degrees of awe as they exited the building, but their surprises for the day weren't over yet, as Eagle swooped down and landed next to their rescuer.

"What took you so long?" Warren asked in greeting.

"Why didn't anyone phone me?" Will countered.

Warren looked questioningly at Dean who looked confused. "I phoned Layla, she said she would."

It was starting to look a bit suspicious, but actually it was all quite irrelevant just then, as they were reminded sharply when there was a loud crash from an upper storey of the building behind them, and a section of the brickwork began to subside. From the loud screaming it was obvious that there were people trapped in that section.

Will quickly gave Warren a superpowered leg-up to the third floor balcony so that the pyro could rescue the citizens while he held up the building as he hovered in mid-air. Dean would have liked to watch the two heroes in action, possibly even help them, but his first responsibility was to get the terrified hostages to safety. Reluctantly, he led them away to where the other people who had been rescued were assembled outside the police barricade around the area.

Warren worked through the precarious floors quickly, rescuing the trapped citizens and putting out fire that threatened their escape route. Tessa also helped to get some of them out of the building. When the people were clear, Will put down the section he'd been holding as carefully as he could to prevent any more damage.

Warren told him briefly about Layla and her fireproof vines, which he'd already seen evidence of, and he pointed out where the villains were that he'd seen earlier from up in the air. Then they split up and headed back into the fray.

As much as he could, Warren tried to absorb the fire rather than using 'psionics in order to not overdo the latter power. Of course, there was still the danger of overheating, but that was more easily solved than losing his powers.

* * *

Josie was completely exhausted when she and Steve arrived. She dropped him off in the center of the hot zone and then only just managed to make it to the Guardian van which she'd seen as she was flying in.

Inside the van, she got her breath back from flying all the way from Hawaii in what was possibly her fastest time ever, while Magenta filled her in on what was going on. She frowned at the thought of so many pyros working together. Super villains were, by nature, disinclined towards teamwork, a fact that heroes counted on and were forever grateful for. The largest alliance of unrelated villains ever had been the Deadly Dozen back in the 70s, and even they had only managed to cooperate for a few weeks at a time. Even the Battle family at the height of their criminal power had never committed this many resources to a single operation.

And, even more disconcerting, of course, was the fact that all of these villains were supposedly in prison.

* * *

Tessa had never used her powers so much in one day. As she searched for trapped citizens, she mostly opened portals between short distances so that she had line-of-sight to where she was going, or else she could step out right into the fire. When she had found a group of people, she would send them through a portal to where the other citizens were assembled. Now and then she got a glimpse of Will, Warren and the Commander taking care of the pyro villains.

She was making good progress, and she was relieved to see that there were only a few serious injuries, but it could have been a lot worse. According to her briefing from Mr. Arnolde, she and Will were supposed to have been detained at the Tribute for much longer, which meant that a lot of these people could have… died.

Tessa was horrified at the large-scale destruction that Arnolde had set up for the purposes of getting Warren out of his way. She'd had no idea it was going to be this bad, and it sickened her to think that she had been playing a part in this plot. Whatever the 'ends' turned out to be, she was positive they would never justify these terrible 'means'.

She found a pair of young women cowering under a desk who turned out to be very silly about the idea of stepping through a portal to safety. That wasn't a problem Tessa had come across much that day; most of the people she'd rescued were prepared to take their chances on anything rather than the fire they were trapped in. In the end she just took both girls by the arm and gave them a good shove through the portal.

As she entered the next office she saw Will trying to turn a villain into a pretzel, no doubt in an attempt to remove the de-neutralizing bracelet. It was a waste of his time, because she knew that these bracelets were programmed to Arnolde's biometrics only.

She opened a portal and called, "Toss him through here, Eagle."

Will did so, and then asked as an afterthought, "Uh, where did you just send him?"

"Someplace extremely cold," Tessa replied darkly. She wasn't sure exactly where the portal had opened up to. If she didn't have an exact address, it would open up in a general vicinity. She didn't know much about Antarctica, but she was pretty sure she'd left the pyro somewhere he would be very uncomfortable.

"I don't suppose you can send them straight to the Ultra-Max?"

"No, sorry."

"Pity," Will replied, but he smiled encouragingly. "Okay, someplace cold is fine then."

It wasn't a permanent solution, as they were both aware, but Tessa also knew that, thanks to Arnolde's manipulations, it wasn't like the prison for super-powered offenders would have been long-term either. As she sent another villain on a one-way trip to the freezer, she reflected that it might have been nice if she _could_ send them directly to jail, but her powers just didn't work that way. If she tried to open a portal to a neutralization zone, her powers would be cancelled and it simply wouldn't open.

* * *

Will was quite surprised to run into his father, but he didn't waste time with dumb questions like 'What are you doing here?' or 'Is Mom here too?'

In between holding up some more buildings while Tessa rescued people, it occurred to him that now would be a nice time to test out Denise's theory that the de-neutralizers might not be completely indestructible. Surely, with both his strength and his dad's together, it would be enough to break the damn bracelets?

* * *

Thanks to the concerted efforts of Steve, Will, Tessa, Warren and Layla, the tide was turning at last. The citizens were all safely accounted for and the fire department was getting the blaze under control. As far as they could tell, all of the pyro villains were restrained to some extent, either in fireproof vines or unconscious thanks to one of the two Strongholds.

Warren knew that there was still one villain, however, who seemed to be hiding. Standing out in a road among the still smoldering buildings, he concentrated hard but he couldn't sense any of Arctic Flame's fire anywhere.

He was beginning to wonder if she'd absconded when he suddenly sensed a massive wall of cold-fire spring into existence behind him. Spinning around, he realized that she was launching a desperate final attempt, sending her fire beyond the police barricade and advancing on the rescued citizens and onlookers.

With the rest of the fire more or less under control, Warren reckoned he could spare a bit of energy to take care of this attack without too much subtlety. He took command of the cold-fire easily, but strangely enough she didn't relinquish her control the way she did before. The last time they'd met like this she had given up as soon as he took over, and she'd been quite evidently in pain. Now she just kept fighting against him.

Even though he couldn't see her he was sure their conflict must be hurting her, and not only because it was certainly hurting him. The more she resisted, the more his headache grew, but he could sense that her control was starting to slip. And yet she still refused to back down.

Slowly, her grip on the cold-fire faded until he was finally able to extinguish the flames. He sank to his knees in relief, hoping that he hadn't done her any permanent damage, which was closely followed by the hope that he hadn't done himself any permanent damage either…

* * *

Steve and Will weren't having much success with trying to break the de-neutralizing bracelets. To add to their frustration was the constant peanut gallery from the villain whose bracelet they were working on. At the time, it had seemed like a good plan to start with Hellfire, Barron Battle and company, in order to take out the ringleader first. But now it didn't seem like such a brilliant idea with the way Warren's father was cheerfully mocking their efforts. He was being awfully cocky for someone being partially suffocated, but it seemed he just couldn't resist the opportunity.

Getting sick and tired of his needling, Will eventually gave him a good punch, knocking him unconscious, and his father nodded gratefully. That was much better.

Tessa arrived and reported that she had managed to locate Arctic Flame, quite by chance, huddled in a storeroom and whimpering in pain. The two Strongholds shared a glance and a shrug, and decided that they might as well try her de-neutralizer instead, considering they weren't getting anywhere with the Battles'.

That turned out to be a stroke of genius. Arctic Flame's naturally cold skin temperature had evidently made her bracelet more brittle than the others were, and their combined strength was enough to crack it. After working that out, it was just a question of holding her hand around the pyros' de-neutralizers for a few minutes to chill them, weakening them enough for the two heroes to break them.

While Will and Steve were busy with neutralizing the villains, Layla had another concern. Using her vines with their minicams she managed to locate Warren where he had evidently passed out. She got Zach to fly the van over the firefighters and buildings that were still smoking, to land next to him on the road.

Tessa saw the van flying in and, wondering what was wrong, she used her powers to get there in time to see Layla kneel next to Warren who appeared to be unconscious and feel his forehead.

"He's really hot, even for him," she said with a worried expression, shaking her head. "I wish Ethan was here."

"I'll go fetch him," offered Josie.

"No, you shouldn't. You're still really wiped out from getting here."

Tessa had to admit that up close Jetstream did look a bit worse for wear. She offered, "I'll go."

Layla looked up at her. "Do you know where his office is?"

She nodded. Arnolde had had her memorize the work and home addresses of each of the heroes she was supposed to be 'keeping an eye on', although she fortunately hadn't had to abuse that knowledge yet. She held out her hand and, thinking carefully of the address she needed, opened a portal and stepped through.

Dr. Ethan Franklin was certainly startled by her sudden appearance in his office, but he got over it quickly enough when she explained the problem. She was surprised how easy it was to convince him to come with her, until she saw a small TV set on his desk which was tuned to Maxville News. The breaking story was the fire, so perhaps he'd been expecting something of this sort to happen.

The first question he asked Layla when he arrived was, "How much has he been using his powers?"

"Not that much, actually," she replied, looking a bit confused. "As far as I know, the only really dramatic thing he did was extinguish Arctic Flame's cold-fire, but he's been able to do that before. I really wouldn't say he'd overdone it to the point of losing his powers."

Ethan checked his temperature. "Hmm, has he been using his pyro-absorption a lot?"

"I don't know exactly what he was doing," Layla answered. "But now that you mention it, he probably was. Could the fire he's absorbed be masking his actual temperature?"

"Don't worry, Layla. If he'd lost his powers again, he would be losing that heat too."

She chewed on her lower lip. "Are you sure?"

Ethan pulled a wry face and said, "Well, there's one way to check…" He gave Warren a shake. "Hey, wakey-wakey. How's your head?"

Without even opening his eyes, Warren groaned and mumbled something incomprehensible, but his meaning was quite clear.

The doctor turned to Layla. "See, not to worry. If he's lost his powers, he definitely wouldn't have a headache."

Layla smiled slightly in relief, running her fingers gently through Warren's hair.

Tessa backed away from the scene, even more disgusted now that she understood Arnolde's ultimate purpose in this exercise. Evidently he knew Warren's weakness, and so he'd sent every fire-related villain he could find to force him to overuse his powers. She couldn't believe that he'd been prepared to allow hundreds of innocent people to be injured or even die just to get rid of a threat to his plans.

After a moment's thought she stretched out a hand and opened a portal to Arnolde's office. As much as she detested the thought of even being in his presence, she had a report to make.


	11. Consequences

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: Thank**__**s to always.x.forever for another suggestion for this chapter!**_

_**A/N 2: Thanks to Sandshrew777 for the **__**helpful comments which led me to fix Tessa's scenes in this chapter.**_

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**Chapter ****11: Consequences **

Elizabeth Hoffmann jumped as a copy of that morning's newspaper was slammed onto her desk.

"What the hell is this?!" demanded Will Stronghold, jabbing a finger down on her front page article on the previous day's fire disaster, so hard that her stationery rattled and her desk started to creak.

She pushed her chair back a bit, feeling nervous around him for the first time ever. In all the time that she'd known him, first at Sky High and then since she'd been a reporter for the _Maxville Herald_, she'd never seen him so mad before. "Um, what's wrong, Will?" she asked carefully, hoping to defuse the situation.

"_What's wrong_?" he exploded and she flinched, grateful that the rest of the reporters weren't working that weekend. He went on, his anger barely contained. "Let's start with the headline – 'Eagle Hobnobs With Art Society While The City Burns'." There was a photo of Will smiling and waving behind the podium with the fire visible in the window behind him. "Then how about this bit – 'an utter disaster which left 14 people dead and over 100 injured'. No one died, Elizabeth."

She opened her mouth to defend herself, but he read out another sentence. " 'Even the paltry efforts of the legendary Commander were not enough to prevent the escaped pyrokinetic villains from getting away'. That's also rubbish. Every one of the Battle clan, _and_ Arctic Flame, are in civilian police custody, mostly to prevent them from mysteriously escaping from the Ultra-Max again."

"That's – " Elizabeth started, but he interrupted again.

"And here's the cherry on top – 'Some unlicensed amateur supers tried to stick their noses in, but they only made matters worse, which resulted in the death of one of those wannabe heroes'. Where the hell did you get all that from?"

Finally, she had a chance to respond. "I hated having to do it, but I know the drill." Sometimes she had to squash stories in order to protect the secret identities of the city's superheroes or cover up incidents that could threaten national security. "That's the official line I was given."

Will's tone was frosty. "By...who?"

"The Office of the Chief Director. I really didn't understand why I should be writing something so derogatory so I queried it, and I was told to stop asking questions and just do my job." He just stared at her, looking like he wasn't sure whether or not to believe her. Trying to appease him somewhat, she added, "I actually toned down the criticism quite a lot."

He raised his eyebrows in clear disbelief. She was wondering if she should dig out the memo she'd received, or whether that would only make him more angry at what was being said about him, his parents and his friends.

Then something else occurred to her. "So, if this is all rubbish, does that mean Warren is okay?" She'd been pretty sure that the 'unlicensed hero' was him, and that he'd lost his powers rather than actually being dead. They'd used that cover the first time it had happened, to protect him while he was vulnerable.

Will gave a slight smile. "Yeah, Warren's fine, apart from a massive headache thanks to Arctic Flame's obstinacy."

She nodded in relief and smiled too. "That's good. For what it's worth, I'm really glad all that stuff isn't true."

He sighed. "Yeah, me too. But the citizens are going to believe it, and as far as superheroes in general are concerned, that's almost as bad."

* * *

"He's not going to be waking up anytime soon," said Ethan gently as he came into the isolation ward.

Layla didn't look up from where she was sitting next to Warren's bed, gently tracing her fingers over the flame tattoo on his wrist as he slept deeply.

"I know," she replied. Ethan had given the pyro a light sedative to prevent him from coming around until the worst of the headache was over.

"There's really no need for you to be here. Everything's going to be fine. You should get some rest, Layla."

"I have," she said. "I went home last night."

But she hadn't slept that well, even though Ethan had assured her that Warren was okay. It wasn't just her concern for him or even the fact that she didn't tend to sleep properly when she was alone anyway; it was the whole situation with the Battle family and Arctic Flame, and Arnolde of course. She'd also been bothered by the mystery of why Will hadn't answered his phone, but Magenta had worked that one out. She reckoned that someone – possibly the same person who had rigged up the caller ID spoofing for Holme – had managed to divert Will's calls.

"Still," said Ethan, "You don't want to spend your Saturday here, do you?"

Layla gave him a look. "What, am I supposed to go shopping or something because 'retail therapy' is what _women_ do when they're upset?" she asked sharply.

He knew better than to provoke her feminist side, especially when she was already tense. "No, of course not. I'm just saying that everything is under control here, so don't you want to visit your mom or something like that to take your mind off all this?" It wasn't that he was trying to get rid of her, but he hated to see her moping like this.

She started to object, until she remembered one of her hobbies that she hadn't done in a while. But for that she needed some help with… transport.

* * *

Layla and Tessa stepped out of the portal into a decimated section of the Amazon rainforest, and the chlorokinetic got to work immediately on growing new trees and undergrowth. It was a while since she had last come on a tree-planting trip, Layla thought guiltily. A large part of the problem was the fact that she no longer had official access to the Guardian van – not that Zach had the previous day either, but that was a crisis so it was different.

The two of them were dressed in their superhero attire in case they were spotted by the local people, although that was quite unlikely. They walked slowly up and down a valley, leaving a trail of verdant green behind them.

"Usually Warren comes with me, even though he hates this climate," Layla said after a while, more to fill the silence than anything else.

Her voice jolted Tessa out of her thoughts. When Layla had phoned and asked her for a 'lift' to South America, she'd realized this would be an opportunity to come clean. She'd already come to the conclusion that Layla would probably be the easiest to approach, even though Will was the one she actually worked with.

"Really?" she replied. "I wouldn't have thought tropical temperatures would bother a pyro."

"Not the heat, the humidity," Layla clarified as she paused to grow some undergrowth for the grove of tall trees she had just produced. "Fire is dry heat."

"Oh." That made sense. "Well, it's really sweet of him to come here with you then."

Layla smirked. "Best you don't repeat that to _him_."

Tessa tried to smile in response, but it was rather weak. To put off what she knew she had to do, she stalled a bit by asking, "He's going to be okay, right?"

"He'll be fine."

"Good."

This was it. Layla was looking at her a bit curiously, seeming to know something was up. If she put it off too long, she might not get another chance. As difficult as this would be, it would be worse if she didn't get it over with now, so –

"I told Mr. Arnolde that Warren lost his powers yesterday," she blurted out, and before Layla could say anything, she explained rapidly, "He sent me as a spy but I've come to realize he's psycho and twisted, and I'm really really sorry and … and I don't know what else to say, except I'll do anything I can to make up for it. Almost." Realizing she was babbling yet again, she stopped talking and waited anxiously for Layla's response.

Strangely enough, she looked quite calm about it all. "We had a feeling you might be working for Arnolde, knowingly or otherwise," she said evenly. "But why did you tell him that Warren lost his powers?"

"So that he'd leave him alone," she answered promptly. "He considers you people a threat to his plans, Warren especially. I worked out that the point of yesterday's inferno was to cause him to lose his powers, so that's what I told Arnolde. But then I found out that it was more than that, when he looked disappointed and asked if that was all." She felt a bit sick at the thought of how warped the man was. "I think he actually wanted Warren to be vulnerable without his powers so that the Battles would…" She couldn't finish the sentence.

"Kill him," finished Layla quietly.

"I can't tell you how sorry I am." Tessa started to cry. "I had no idea what was really going on. Even now I don't know all that much, but it's enough to know I don't want to be part of it." She wiped her tears and gave a little sniff. "Do you think you guys might be able to forgive me someday?"

To her surprise, Layla gave her a warm hug. "I can't speak for the others, but _I_ forgive you. You'll have to apologize to them too, of course, and they'll probably also want to ask you some questions about what's been going on."

"Like I said, I don't know all that much, but I'll answer as much as I can." She smiled through her tears, grateful for Layla's acceptance and glad that there might be something she could offer to try to make up for what she'd done.

Layla thought over what Tessa had just said, and something occurred to her. "If you told Arnolde that Warren lost his powers, we'd better make it look like he has, just in case there are some spies in the Hospital too." She looked around at the stretch of lovely green forest she'd just grown, and decided the rest of the valley would have to wait. Turning back to Tessa, she said, "I think I'm pretty much done here for now. Can you take me back to level 4a, please?"

* * *

Warren knew he wasn't a morning person at the best of times, but even so he was far more groggy than usual. He had no idea how much time had passed or what exactly had happened. He vaguely recalled Popsicle asking him if he had a headache, and he was pretty sure his response had been less than polite, but that was about it.

Finally he was able to hold onto conscious thought long enough to remember what had happened with Arctic Flame, and work out where he was.

Back in the iso ward on level 4a.

Which was odd, actually. Usually he only ended up there when there was something serious wrong with him, like when he'd lost his powers, and he was reasonably sure that hadn't happened this time.

Right?

He cast a glance at the monitor next to his bed and frowned in confusion. According to the reading there, his temperature was 98.2, yet he felt as warm as he normally did. But then panic set in as he found that he couldn't power up.

After a few tense moments, he realized that he at least knew the answer to that one. He had a neutralizing bracelet around his wrist. The reason for that was quite obvious too – he had a drip running into his other arm, and with his pyro invulnerability it was normally impossible to insert an IV.

So… he hadn't actually lost his powers. But it looked like his doctor, wife and possibly some other conspirators had gone to a lot of effort to make it look like he had. He was even wearing a long-sleeved hospital gown to hide the fact that he still had his flame tattoos.

All this thinking was giving him a headache… It was much easier to just close his eyes and drift off again.

* * *

Layla and her mom stopped by level 4a a few hours later, when Warren was feeling more awake, and he found out that his theory was quite correct. Apparently Layla and Ethan had staged quite a dramatic scene, making it look like his temperature had suddenly dropped, with a little help from Magenta with the graphics for his bedside monitor. From there the discussion moved to the previous day's crisis, and Layla filled him in on the details he had missed.

Then her mother mentioned that Steve and Josie had spent the night at her house because Josie wasn't up for flying home to Hawaii until that morning. "And we had such a lovely time catching up on all the news. They're really excited about becoming grandparents, you know."

Layla could see where this was going. In desperation, she suggested that they go and get a flame lily from the hospital gift shop to brighten up Warren's room. Despite all her years of experience making unsuspicious exits, that was the best she could come up with in a hurry.

To her amazement, her mother fell for it. She was quite surprised when they got out to the passage and Layla grabbed her arm to stop her from going towards the elevator.

"Mom, I know what you were just about to say, so don't try to deny it. I asked you long ago not to make any hints about having children in front of Warren."

Dione Williams regarded her daughter thoughtfully. "Yes, dear, that _was_ a long time ago. Maybe it's time for you – and him – to rethink the issue."

"Then that's _our_ business."

"You're being awfully defensive about this."

"No, I'm not!" Layla snapped and then sighed when she realized she'd just proved her mother's point.

"Have the two of you at least discussed the topic recently?" asked Dione gently.

"It's complicated. And he's got enough else to deal with at the moment," she said with a gesture towards the iso room. "Speaking of which, now is not exactly a good time to be starting a family."

"Honey, if you're going to wait around for the perfect time, it's never going to happen."

"I'm not expecting the time to be _perfect_," Layla answered, "But with the way things are in the hero world, right at the moment is a _very_ bad time. It's a really big decision, mom."

"I'm aware of that, dear, but as Katzenjammer commented the other day –"

"If it's a cat joke, I don't want to hear it." Most feline humor didn't translate well, and besides, Layla wasn't in the mood for wisecracks. Her mother's cats were extremely supercilious, which they apparently considered their right as a superior species. Or so they thought.

Dione continued, "He remarked that we humans make many things far more complicated than they need to be, and so we get hung up on our fears when sometimes we should just take a chance."

"With respect, mom, cats aren't known for their discretion when it comes to… mating. And human relationships _are_ more complicated than animal ones."

"I know and I agree. All I'm saying is not to let your fears – and Warren's – stand in the way of what you want. What you _both_ want, even if he won't admit it."

There was possibly some truth in that. The previous week Kate had gone for a check-up and proudly emailed the ultra-sound scans to all of them. Layla had to confess, if only to herself, that seeing those images had given her a sudden and unexpected dose of broodiness. Fortunately, Warren hadn't been there at the time, so it had been her private moment.

On the other hand, now that she thought about it, it might have been nice to know how he felt about Kate's email, which could be a clue to how he felt about the whole issue. And, of course, there had been his recent 'hypothetical question' about whether she'd accept the idea of taking early maternity leave from hero work, which may or may not have been entirely theoretical. She wished she'd asked him at the time.

Her mother may have a point. But, so did she. It would _not_ be a good idea with the way things were at the moment.

She decided she'd talk to Warren when all this was over. Whenever _that_ was. But the eternal optimist in her wanted to believe that the situation wouldn't continue forever, and things would return to normal eventually.

Until then, she would just have to put it out of her head.

* * *

The next day, when Warren was feeling a lot better, Tessa used her powers to secretly assemble the Guardians, including Kate, Ethan and Denise, in their headquarters.

She almost felt like she was in front of a firing squad, which was an oddly appropriate comparison, considering that was a method often used to execute spies. Although, wasn't the condemned usually blindfolded? She certainly wished she was. Facing the gang like this was almost enough to make her lose her nerve, but Layla smiled at her encouragingly and besides, she'd called this meeting so she couldn't back out now.

As with her conversation with Layla, in the end she just blurted out her confession, completely forgetting what she'd carefully prepared to say. They listened to her with varying degrees of mistrust, but when she had finished talking, they seemed to more or less accept her apology before launching into questions.

"So, is it true that the NCS has been taken over by supervillains?" asked Zach eagerly, looking like he was dying for his conspiracy theory to be proved correct.

This was not a question she'd been expecting, and she wasn't sure whether or not to treat it seriously. The fact that the others groaned in response to it suggested that she probably didn't need to, but she answered anyway. "Not that I know of," she said uncertainly.

Meanwhile, Will had something more serious to ask. "Do you know what Arnolde's plans are?"

"Only a little bit. It seems that he's been intentionally discrediting the superheroes so that he can bring in his own ones instead."

"What heroes of his own?" asked Magenta. "More super villains he's released from jail?"

"No. He once said something about 'a new generation of superheroes'."

The others shared a concerned glance.

"A 'new generation'?" said Ethan. "That sounds like they managed to get Shelley's DNA experiment to work."

Tessa looked at them in confusion. There was obviously quite a story here. "What experiment?"

Ethan and Will told her about what had happened in a secret lab under the Metrocity Hospital six months ago, when a rogue scientist had been trying to locate the gene responsible for super powers in order to create the ultimate protectors of mankind.

Warren let the two of them do the talking, while he thought over something which had been bothering him about his encounter with his father and Hellfire. "How's Arnolde keeping all these villains under his control?" he asked. "He must be, somehow, or else he's extremely stupid to be letting them run around armed with de-neutralizers."

Tessa shook her head. "I have no idea, I'm sorry. But he's definitely got them under his thumb. It could be anything from bribing them with huge sums of money to threatening their newfound freedom, I really don't know." Then she added, looking confused. "But he really seems to think he's doing all this to save the world."

"He's delusional, man!" exclaimed Zach. "Just like Amber's dad."

"He needs to be stopped," said Will decisively. "I say we take him out and deal with the consequences later."

"No, you can't fight him," Tessa objected anxiously. "He has far too many minions and allies. That's why I told him that Warren had lost his powers – so that he would leave you people alone."

"So, what then?" asked Kate. "Are you suggesting that we – uh, _they_," she amended, with a gesture to the rest of the Guardians, "– just sit back and let him win?"

"No, of course not. But every time you guys have defied him, he's hit back harder. As it is, he was disappointed that Warren didn't die instead of just losing his powers and he's really mad about the Commander and Jetstream being called in to help." She turned to Layla. "Not to mention you growing fireproof vines – he didn't have a clue you could do that."

Layla nodded, more grateful than ever that she hadn't said anything about her new vines during her argument with 'Warren'.

"I understand what you're getting at," Will said, "But I refuse to let innocent citizens suffer just so that we can keep out of trouble with Arnolde."

"Maybe we just need to let him _think_ he's winning," remarked Magenta thoughtfully, and she asked Tessa, "He gets his intel mostly from you and from reading the paper, right?"

"As far as I know, yeah. But he's got undercover agents all over the place – that's why we had to stage that medical emergency scene for Warren to supposedly lose his powers. And I have no idea who or where any of those agents are."

"Okay, well, we'll have to take our chances with them," Maj replied. "The thing is, if Tessa's giving him all sorts of negative reports about how things are going wrong in Maxville and Elizabeth is writing articles that slam superheroes, Arnolde will be happy right?"

Will caught on. "Yeah, and then what's to stop us from protecting the people, as long as we do it quietly." He grinned and emphasized, "_Very_ quietly."

* * *

Magenta's idea worked better than even she'd thought. _The Maxville Herald _carried front page after front page of thinly veiled anti-superhero propaganda, detailing Eagle's failures to protect the city, while Tessa filled Arnolde's ears with corroborating reports.

Meanwhile, in actual fact, citizens were being rescued and villains were being apprehended just the same as before. If the local police were surprised by the flood of non-super criminals who mysteriously had no identity and claimed to be super villains, they made no mention of it. Will cautioned each of the people he saved to keep quiet about it, but even so there were some individuals who took their stories to _The Max Tattler_. Fortunately, Arnolde knew that paper was little more than a tabloid, so he didn't take any of it seriously.

And so the next few months passed reasonably peacefully, all things considered. Kate's pregnancy progressed quite smoothly, apart from the fact that she and Will couldn't decide on names for the baby, despite the numerous suggestions from their friends, some more useful than others. It wasn't that they couldn't agree, it was that they just couldn't make up their minds.

Arnolde didn't send any more major attacks against the Guardians, and they were able to carry on performing their duty to the people of the city behind his back. It was a small victory, but at least it was something.


	12. I, Superhero

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**I have edited some bits of Chapter 11, which I had previously rushed through because I wanted to get on to the next few chapters. Anyhow, the storyline hasn't changed at all, but I'd like to think it's told better now. **_

_**And**__**, HUGE apologies that this update took so long – work has been keeping me very busy lately. Also, I knew where I needed to be by the end of the chapter, but it took me a while to work out how to get there without making the same mistake again of rushing through it.**_

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* * *

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**Chapter ****12: I, Superhero**

One morning Will received a letter from the National Council of Superheroes informing him that his services would no longer be required. He simply ignored it, reckoning that this was just another part of Arnolde's mind games.

A few hours later, he wasn't so sure.

He'd just sold a house to a lovely couple with two young kids, who had given him all sorts of parenting advice when they heard his wife was a bit over eight months pregnant. After that he was driving back to his office past the Max Mall when people suddenly poured onto the street in a state of panic.

Will could hear a number of gunshots as he pulled over and got out of his car. Pushing his way through the crowd towards the mall entrance, he loosened his tie in classic superhero style and looked for a convenient photo booth or something like that on the street to change behind. The reason for the people's terror became clear when the gunman appeared in the entrance, dressed in a pinstripe gangster suit and fedora, with a red carnation in his buttonhole.

It was Gunfinger, yet another supervillain the Guardians had previously apprehended. As his name suggested, he had the ability to shoot bullets from his fingertips. Behind him were a handful of similarly dressed henchmen, each armed with a 1920s-style submachine gun. Apparently Gunfinger used non-superpowered thugs so that he'd never get showed up by his own minions.

As he pointed his hand towards the fleeing crowd with his fingers splayed, Will quickly decided that this was one of those situations where he would just have to go without his Eagle suit, as Warren called it. He simply put on his sunglasses – for secret identity purposes – and he was just about to launch himself at the supervillains when he found out exactly why his 'services would no longer be required' by the NCS.

Two identical superheroes swooped out of the sky and faced the gangsters head-on. They wore battlesuits of white with red and blue trimmings, and full-face helmets, all of which appeared to be entirely impervious to bullets despite the villains' best efforts.

Apparently these were the 'new generation of superheroes' that Arnolde had spoken about. They froze Gunfinger's hands, cryokinetically probably, and then melted his henchmen's guns with their heat vision before rendering them all unconscious using some sort of electricity-based power. Will had to admit, they were actually really good. Of course, it helped to have so many powers, not that he was jealous or anything. They piled up the villains and flew off with them in a bundle between them, and he realized when he spotted their rocket boots that flying didn't _really _count as one of their powers.

Either way, they certainly made the 'old style' superheroes quite superfluous. From the expressions of the citizens nearby, there was no doubt in Will's mind who they preferred.

That explained Arnolde's plan of discrediting the heroes; if they had still been the public's favorites, the people might have been more resistant to the new arrivals. But he needn't have been concerned. It seemed from the reaction the new 'heroes' were getting that the citizens were going to be a pushover on this one.

Will was closer to the Guardians' HQ than his home, so he decided to pop in there to check the TV news. When he arrived, he found Maj and Zach were there already, for the same reason. Warren also walked in halfway through the news report on Gunfinger's capture.

Magenta flicked through the national news channels. The new superheroes were making an appearance all over the country. The reports showed them using even more powers than Will had seen, including telescopic vision, super-strength and some sort of ability to disintegrate solid objects. Not surprisingly, they managed to achieve a 100 percent success rate.

"Guess they're pretty good," admitted Warren reluctantly, a sentiment they all grudgingly shared. Even though the Guardians were one of the most successful hero teams in the country, even they didn't have a perfect score like that.

"We don't stand a chance compared to them," commented Zach, and then he sighed. "Begun, the Clone War has."

"Actually, Yoda, it looks like they're closer to being the Droid Army," responded Maj as the news coverage went into to an NCS infomercial which introduced the 'new generation' to the public. The images revealed that they were not genetically-engineered clones, but–

"They're robots?!" exclaimed Zach in disbelief.

The others shushed him so that they could listen to the commercial.

'_The Protector 5.0 – all you could ever want in a champion of justice! Invulnerable, mult__i-talented, incorruptible and free from the hindrances of human emotion. Whatever your emergency, there's help on every corner, any time of the day or night.  
__The NCS, protecting you through cutting-edge technology.'_

The four ex-heroes just stared at each other, flabbergasted. There wasn't really a whole lot to say.

* * *

At noon that day, Tessa was alone in her cubicle at the Maxville branch of the NCS. The rest of the staff were all gathered around the big screen television in the board room, eagerly watching the Protector 5.0s saving the world on the news. It was a huge surprise to them as much as it was to her, but the difference was that her co-workers were convinced this was their organization's finest moment. After joining them for a few minutes, she couldn't face staying to watch any longer, not even for the sake of keeping up the image of being Arnolde's faithful lackey.

She just sat at her desk with her head in her hands, trying to work out why she was so edgy about the 'new generation' superheroes. After all, they seemed to be doing a brilliant job of it. Maybe the problem was that she knew where, or rather who, they had come from.

Now that she could see the purpose for all that intrigue and unpleasantness, she couldn't see why it had been necessary for both innocent citizens and hardworking superheroes to suffer to make it possible. Surely Arnolde could just have brought out his mechanical replacements. After all, it wasn't like the citizens would have argued. The 'old' superheroes were obviously outclassed by the droids, and from what she had seen, the public loved them. But, apparently he didn't want to take the risk that the people might prefer their old favorites, so he wasn't even going to give them the option.

She had seen him briefly during the morning, and she'd barely managed to keep up a polite conversation as he told her (and everyone else in the vicinity) that this was the answer to all of the world's problems of crime, violence and disaster. Fortunately he'd been so caught up in his own triumph that he didn't notice that her response was less than enthusiastic.

The scary thing was, he really seemed to be positive that he was doing it all for the good of the people.

* * *

The superheroes weren't the only ones made redundant by the new arrivals. The police and other emergency services across the country all found themselves unnecessary as the Protector 5.0s took over their duties entirely.

"Man, this sucks," said Dean as he and Warren pulled up at a burning building that was already under control thanks to the droids. "I mean, I know we should be grateful for their assistance and happy that people are being rescued safely, but it leaves us without a job."

Warren nodded grimly. He knew all about suddenly losing your purpose in life.

"I suppose it's really selfish to be thinking that," Dean continued. "I guess it's because I'm jealous of how good they are."

"Me too," muttered Warren, staring at the scene. He briefly wondered if this was how non-super emergency personnel had felt about him and other superheroes all along. But then his attention was caught by the droids suddenly using some sort of cryokinetic technology to instantly freeze the remainder of the fire just as it was starting to flare up again. After the immediate threat was dealt with, rescuing the people was almost easy for them.

He sighed. While he was just as good at being invulnerable in a burning building, the droids definitely were better at extinguishing the fire in a hurry, along with the fact that they didn't have his danger of losing his powers.

"I think we're out of a job, man," commented Dean dully.

"Looks like it."

Dean was right, though, thought Warren. He _should_ be glad that the public would be safer now, that fewer people would get hurt or lose their homes. So, why did he still feel so uneasy about the whole situation? Was he just jealous, or was there really something more to it?

* * *

Layla sat on the couch, staring blankly at the television screen, but not seeing anything. She wasn't sure why she'd even switched it on when she got home from work. She should have known what would be on. After all, there had only been one topic of conversation at her office that day.

Warren came home soon after she did. He bent down to give her a kiss before taking off his jacket and tossing it over the back of the couch. He sat down heavily next to her with a sigh.

Snuggling up to him, she gestured to the TV. "Shall I?" From the look on his face, it seemed he was about as keen as she was to watch Arnolde's toys sweeping the public off their collective feet.

He shrugged, absently playing with a loose tendril of her hair that had escaped her plait, but she changed the channel anyway. Only to find that the subject matter was no different.

"Guess there's no getting away from them," he remarked dryly as she kept flipping through the channels.

'– _I was about to get mugged when this droid came out of nowhere and saved me – '_

'– _Loan-Shark finally captured thanks to our new Protectors – '_

'– _A bank heist was foiled this morning when – '_

'– _Yes, Larry, there can be no doubt that these are the heroes of the future – '_

Disgusted by all the hype, Layla tried a wildlife documentary channel, but that was in the middle of a commercial break… advertising Protector 5.0 action figures and accessories. The merchandisers had wasted no time, it seemed.

"I suppose they're totally environmentally friendly, just to go with being practically perfect in every other way," Warren said caustically.

"Probably. My mom heard through the feline grapevine that they even rescue cats from trees." He rolled his eyes and she sighed. "Yeah, I know. I also wish they weren't quite so perfect."

"We're just jealous, aren't we?"

"I'd like to think it's more than just that," she replied thoughtfully. "I think it's also knowing where they came from, even if they _are_ very good at what they're doing. It's knowing what he put us through, to make this all possible, apparently."

Warren grunted in response, and she pulled away slightly to look up at him. "What, do you think this is a world domination scheme or something like that?"

"Are you sure it's not?"

"Well, I don't know. I'm inclined to agree with Tessa, that Arnolde actually thinks he's protecting the world from crime and evildoers."

"He can start with himself, then." He knew that she liked to believe the best in situations, but surely this was pushing even her optimism to the limit? Still, as his eyes flicked back to the TV, he had to admit it certainly looked like that. Three 5.0s were busy sacrificing themselves in order to provide safe passage over an acid spill by turning themselves into a makeshift bridge. The acid slowly destroyed the droids while the people crossed over them to safety. "Still, I can't help feeling there's something sinister about them. Maybe that's just me."

She laid her head on his chest again. "Yeah, maybe. Maybe we're just being prejudiced because of Arnolde, and that's why we don't like them."

"Maybe."

But, neither of them was really convinced, and they both knew it. What if, despite all evidence to the contrary, he was right?

* * *

Will needed some time alone to think. For the past three days, the Protector 5.0 had been the talk of the town, or rather, the country, and frankly he was getting sick of it. He had a horrible feeling that a lot of his antipathy had to do with feeling left out and unappreciated. So he felt like he needed to think it through, just to check that his priorities were in the right place.

The best place for that was the roof of the Guardians headquarters. That was where he always went on the rare occasions that he felt the need for deep thought. It was one of the tallest buildings in that section of Maxville, which had been handy for taking off and landing in the flying Guardian van. Not that Zach was a bad driver or anything. But it had helped to not have any neighbors that could look down on their secret superhero activities.

The roof also afforded an excellent view of the river and the bridge that spanned it… and the riverboat full of tourists that suddenly plowed right into one of the bridge's support columns and started to sink in the deep water.

Will barely hesitated long enough to make a quick-change into his uniform. Even though he wasn't an official lifesaver anymore, if the so-called 'new heroes' weren't on the scene yet, it was his responsibility to fill in.

He flew over to the sinking boat to find the people knee-deep in water already, scrambling to find life jackets while the captain tried to keep them calm. Then he noticed a kid of about eight, clinging to one of the bridge's supports. He'd probably been on the bow of the boat and he'd managed to grab hold of the bridge as the nose crashed into it.

"It'll be okay, just give me your hand," said Will to the boy who clung even tighter to his precarious hold.

"No," came the response.

Obviously he was just too scared to let go. "Don't you want to get rescued?" he asked in a kind tone. That usually helped people to get over this kind of fear.

The kid opened his eyes. "Yeah, but not by you," he replied, although his teeth were starting to chatter. "My dad says you superheroes were a waste of tax payers' dollars."

Will was stung, but he recovered quickly. After all, there were more urgent issues at hand. "Well, you don't have a choice right now, do you?"

The boy just looked at him like he was stupid. He looked around and saw that while he'd been trying to convince the kid to let go of his limpet-grip, three Protector 5.0s had arrived. As he watched, three of them took hold of the boat and flew with it to the bank of the river, carefully keeping the broken sections together. Two droids helped the people off the leaky wreck while the third flew back to rescue the boy.

The droid said to Will in its mechanical voice, "William Theodore Stronghold, your services are no longer required here. You are obstructing a rescue operation. Please move aside."

How did it know his name? Maybe it had done a retinal scan or something. And apparently the concept of secret identity didn't mean much to it. After all, that wasn't a concern the droids had, which Will grudgingly had to admit was another advantage they had over superheroes.

He moved out of the way reluctantly and hovered nearby as the child eagerly let go of the bridge and clambered into the arms of the droid, who flew back to the shore without a backwards glance.

Will looked back at the bridge support where the child had refused his help, and he saw some drawings that the kid had obviously been doing at the time of the accident, washed up against the column. He fished them out and saw five pages of crayoned Protector 5.0s, where there once would have been pictures of the child's favorite superhero.

That hurt, probably more than it should have. He wasn't in it for the popularity, and his ego had already taken a bashing in the past few months that superheroes had gone down in public opinion, but this was something else. It was one thing for the shops to be opportunistically selling the action figures from the day that the 5.0s appeared, but for the droids to have captured the affections and imaginations of children like this, that was a sign of how entrenched they were in popular culture already.

Of course, he tried to tell himself as he started to fly off towards home, the novelty would probably wear off sooner or later. He looked down and saw the grateful citizens who had been saved from drowning, smiling for the TV cameras and no doubt singing the praises of technology.

Maybe he _was_ just jealous, but he knew that some of his more cynical friends had their reservations about quite how well-intentioned the NCS was with their Droid Army. For the moment, it was just a suspicion. He really hoped it wouldn't become more than that.

* * *

Almost a week after the superhero-droids made their grand appearance, Tessa was asked to secretly assemble the Guardians, including Ethan and Denise, at Will and Kate's house. They stood around in the living room as they arrived, sharing questioning glances and wondering what was going on.

Kate came waddling down the passage into the living room with her laptop under her arm and Will anxiously hovering (not literally, but almost). Shrugging off his offered assistance, she sat down on the couch with a certain amount of difficulty and set up her laptop on the coffee table.

"Shouldn't you be resting?" asked Magenta nervously, before she could say a word about why they were assembled.

"You know, I'm not that fragile," said Kate with the tone of someone who'd had this conversation quite often recently and was getting tired of it. "Funnily enough, women manage to have babies quite successfully all the time – if they didn't, the world wouldn't be so overpopulated."

"Statistically, yeah," replied Layla, "But you're an individual and –"

Kate gave her a look. "Just wait till it's your turn."

She turned her attention to her laptop while Layla flushed slightly, not sure where to look. None of the others were looking at her, being more interesting in what Kate had to say, but out of the corner of her eye she caught sight of Warren regarding her with an expression that was unreadable from that angle.

"Anyhow," Kate went on, entirely oblivious to Layla's discomfort, "This morning I was fiddling with some pictures in Photoshop like I often do, and I discovered something… interesting about our new robotic buddies."

She gestured to them to come around to where they would be able to see her laptop screen which showed an image of a Protector 5.0. "For starters, if you increase the contrast in the white parts of the battlesuit, you can see this design."

"That looks like a printed circuit board," said Zach as Kate changed the image. "Hey, if we'd been able to see that before, we'd have known from the start they were mechanical not clones."

"It's more than that," replied Kate. "There was something sort of familiar about that pattern, so I played around with the colors a bit."

With a few mouse clicks, she changed the white parts of the uniform to black, and the circuit-board design, the helmet, gauntlets, belt and boots to golden yellow, while the others watched in silence. In case anyone had missed the point, she quickly drew in a simple crown design on top of the helmet.

When she was finished, Will was the only one who didn't look horrified, but that was only because he'd already seen her doctored image. "So," he said, "Now we know the real reason why Royal Pain was released from the Ultra-Max."

"And why you haven't come across the de-neutralizers much lately – she's been too busy creating this Droid Army to make any," added Kate.

By now the others had found their voices. "Totally vain of her to make them look just like herself," said Zach who was obviously trying to avoid the bigger issue.

"Guess she hasn't changed much since high school," muttered Warren.

"Don't complain," Kate told them both. "We wouldn't have known who was behind this otherwise."

Will looked a bit impatient. "Speaking of which, could we focus a little?"

"Yeah, guys, this is very scary," said Ethan apprehensively.

"It puts a whole new spin on the taking-over-the-world suspicion," commented Denise.

"Yeah, what if Arnolde has actually been working for Royal Pain all this time?" Zach suggested, and for once his conspiracy theory thinking actually started to look plausible.

"Well, he seems to think he's in control, though," Tessa put in.

"What he thinks and what's _really_ going on could be two different things," Magenta reminded her.

Layla shook her head. "But if Royal Pain is running this, surely she'd want to spread anarchy. She wouldn't have her droids rounding up the bad guys at the rate they are," she said and Denise nodded in agreement.

"Unless this is just a step in her plan," Warren pointed out. "Think about it, guys. If the general public accepts her droids as their heroes, they won't catch on that she's secretly taking over the world until it's too late."

"Exactly my kind of thinking, man!" exclaimed Zach.

"I don't really buy it, though," said Will with a frown. "I mean, Arnolde has shown himself to be quite bright–"

"– Except for the fact that we've been conning him for the past few months–" put in Layla.

Ignoring the interruption, Will finished, "– So he's not likely to release Royal Pain from prison unless he knew he could definitely keep her in line."

"I think you're right there," Ethan agreed. "He must have some sort of failsafe."

"Like with all the other supervillains he's released," said Warren. In the past few months they hadn't been able to get any closer to an answer to that question.

"I could try to find out," offered Tessa hesitantly, and they all looked at her.

"How?" asked Will after a moment.

"Um, well, I could pretend to be a huge fan of the droids and make like I'm really interested in how he managed to make all this possible. Or something."

She didn't look too sure about the idea, and Kate said kindly, "You don't have to do this, you know."

"Do what?"

"Keep trying to redeem yourself," Warren answered, having a pretty good idea what Kate meant.

"I'm not," she replied, and then sighed. "Well, maybe a little. But the thing is, we really need to know who's actually in charge here, right?" Will nodded reluctantly, and she stood up. "I'm the only one of us who's got any chance with a direct approach." Stretching out a hand, she opened a portal and said over her shoulder just before she stepped through, "Don't worry, I'll be subtle."

The others shared a concerned glance as she disappeared. Tessa, trying to be subtle? Not her strong suit…


	13. All Under Control

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me._

_**A/N: **__**Again, I'm really sorry that this update took so long. Hopefully I'll be updating more frequently from now on. And, as always, a huge thank you to my reviewers. You really help me to keep going!**_

* * *

**Chapter ****13: All Under Control **

Tessa stepped out of her portal into the reception area of Arnolde's office at the NCS headquarters, only to be told snootily by his secretary that he was in the Maxville branch that week. As she opened another portal, she reflected that he'd been spending a lot of time there lately.

Once in the Maxville office, it fortunately wasn't difficult to find Arnolde. She spotted him as he was just stepping into the elevator on the ground floor, thankfully leaving his gaggle of assistants and other hangers-on behind. Tessa opened a portal to the second floor and pushed the button for the elevator just in time. The doors opened and she stepped in, successfully feigning surprise at the 'coincidence' of happening to be sharing an elevator car with him.

It also wasn't all that difficult to broach the topic, as Arnolde gave her the perfect opening.

"You do understand, now, don't you? I know it didn't make sense at the time but it was all a means to this glorious end."

"Yes, sir," she replied earnestly. "Seeing those amazing droids do their job, it just makes it all worth it." He nodded triumphantly, and she took a deep breath. "But there's something I don't quite understand about how you made it all happen, sir."

"What's that, dear?" he asked benevolently.

"Well, you used some … really clever and revolutionary methods, and you orchestrated some of the most unlikely allies, and I couldn't help wondering how you managed to secure their … uh, allegiance."

Arnolde looked at her sharply, and she put on her most fawning expression. He seemed to relax and take her question as mere curiosity.

"You needn't worry your pretty little head about that sort of thing. I have it all under control."

"Under control? Oh, like mind control?" she blurted out before she could stop herself.

"No!"

His vehement denial suggested two things – firstly, that she'd guessed correctly, and secondly, that he had worked out what she was up to.

"No, no, of course not, what was I thinking?" she babbled, shrinking under his piercing stare.

She glanced at the floor indicator, but they were still a number of floors from the one he'd chosen so she was going to be stuck with him for the next few very uncomfortable minutes. If she used her powers to escape or she pressed the button for the next floor to get off early, it would look even more suspicious that she was up to something.

Up until that moment she had been scared of what might happen to the world in general and how many people might get hurt, but suddenly her fear was for herself now. For the first time in this whole plot, the danger had just become personal.

* * *

Kate broke the anxious silence first. "We shouldn't have let her do this. If he even gets the slightest bit suspicious…" 

"Look, if things go south, she should be able to get out of there pretty quickly," Warren reminded her, but that reassurance didn't really help much, and they all lapsed into silence again.

A few tense minutes passed, and then Will managed to convince Kate to go and lie down even though she wasn't particularly tired. Meanwhile, Zach looked around the Strongholds' living room for something to distract them from worrying. He went over to one of the bookshelves and picked a board game at random, which happened to be the Pocket Scrabble.

No one looked keen on playing, but that didn't stop him from setting up the game and cheerfully spelling out a word with the seven letters he dealt himself. Magenta looked over at what he was doing and raised her eyebrows at his word – PARTYER.

"Is that even a word?"

"Of course it is."

"How do you know?"

"Because I just made it up. It's a person who throws parties."

That earned a couple of half-smiles from the gang, but without much real enthusiasm.

Fortunately for everyone's sanity, Tessa returned just then. However, she was looking really scared which indicated that it hadn't gone that well.

"Are you all right?" asked Layla, concerned.

"Yeah, I'm fine, for now at least." She paused, and then added nervously, "I, I think he suspects me a bit. If his cell phone hadn't rung just then to give me an excuse to duck out, I don't know what would have happened."

The others shared a glance which suggested that they weren't surprised that she'd messed up her attempt to be subtle, and to be brutally honest, she couldn't really blame them for feeling that way. She went on, "But, it wasn't a complete failure."

"So you got an answer from him then?" asked Will.

"Well, he said he has it all 'under control', and I asked if he meant like mind control, which he denied totally defensively and then he started seeming suspicious of me and why I was asking. So anyhow, I think that could be what it is."

"Mind control, huh?"

Magenta frowned. "But if he is using someone with that sort of power, why didn't he use it on us too, instead of all that divide-and-conquer stuff?"

"There's also the question of how he's controlling the psychic in question," Ethan commented.

"Unless he's doing it himself somehow," said Layla. "Like a form of mind control that anyone can use, for example that drug Hypnotic can make."

"Who's Hypnotic?" asked Tessa, feeling once more like she was missing something they all knew about.

Denise answered, "She's a super villain, a transmutator. She can create a powerful mind controlling substance which can be used by anybody to control another person's will."

"If he is using her, it would explain why he didn't try to use mind control on us," Ethan commented. "We've all had the antidote so we're immune."

"But what about Hellfire and my father?" asked Warren. "They both had the antidote too."

"Arnolde might not know that," said Will. "And they were probably just playing along because they could see what was good for them."

"Is there any chance the antidote could have worn off by now?" Layla asked.

"No, it never wears off," Denise answered. "Same as Hypnotic's drug for those who haven't had the antidote. They stay in the body forever."

Will sighed. "This is all just speculation, though. We have no way of knowing if he's released her from prison."

"I could try to find out," offered Magenta.

"No, you'll just get spiked again."

"Look, I've jacked up my firewall, and I've been doing some experimenting lately. I'm pretty sure I'll be safe for about 20 to 30 seconds before they find me."

"Can you get into the Ultra-Max security camera system in that time?" asked Zach. She gave him a 'duh' look and he raised his hands in mock surrender.

"You can time me if you like," she said.

Will nodded. "Okay, we'll go to the HQ and you can give it a try. Tessa?"

She nodded and opened a portal. If Arnolde was already suspicious it would be better if they weren't seen coming and going from their old headquarters. Will went to tell Kate where they were going, but she was asleep.

He stepped through the portal last, by which time Magenta was almost set up and ready to go for it. She nodded to Zach and he started the timer on his watch. In a few seconds, Magenta had got into the security camera system and five seconds later she found Hypnotic, sitting alone on her bunk bed in the corner of her dormitory cell.

"Well, there she is, safe and sound."

"I guess that kills that theory," said Layla. "Back to square one."

"Wait a minute," said Ethan, pointing at the screen as a visitor arrived in the cell.

It was none other than Grey Arnolde himself. Hypnotic glared at him as he walked over to her, and they could see that he was holding a test tube of a clear liquid, quite possibly water. They stared in stunned silence and he took one of her hands and placed the test tube in the other.

"Time!" yelled Zach suddenly.

Maj quickly shut down her program and disconnected all her cables just in case. Then she played back the visuals they had just seen.

After they'd watched the scene unfold again, Denise broke the silence. "I suppose if he can just use his powers to enable her to use hers to transmutate the drug for him, there's no need for him to break her out of prison."

Tessa looked apprehensive. "Um, I guess it's not exactly a coincidence that he's gone to get some more of the stuff right after he got suspicious about me."

"Probably not," replied Warren and he turned to Denise. "Do we still have some of the antidote?"

She nodded. "Downstairs in Ethan's lab." She gestured to Tessa and the two of them went down in the elevator to the floor below.

Meanwhile the others were thinking over the implications of what they had just seen.

"So if he's using her substance to control all his minions, the super villains, Royal Pain and probably even the other NCS Directors, there's still the question of how he's controlling _her_," Ethan remarked thoughtfully.

"Yeah, I don't get why she would cooperate with him," said Magenta. "I mean, she didn't look too keen on helping him, but she didn't exactly fight it either."

"Maybe he's using it to control her too," suggested Zach, but as soon as he said it he realized why that was impossible. "Oh no, wait. She's had the antidote too."

"It's possible he's promised her that he'll get her out of there if she keeps using her powers for him until his plan is complete," Layla offered. "I wouldn't buy a deal like that though, if I was her."

Warren said quietly, "Being without your powers can make a person do some crazy things, just for the sake of being able to power up. Even if it's only for a moment."

The others shared an awkward glance.

Will cleared his throat. "Either way, it looks like I need to pay her a visit."

"You, dude?" asked Zach with raised eyebrows.

"Why not?"

"No offence, man, but you're not going to get her to tell you what's going on with Arnolde just by asking nicely."

Magenta agreed. "If we're going to find out anything from her, we're going to need to send someone a bit better at bluffing." Her gaze rested on Warren, and then she added a bit more hesitantly, "Also, it probably would be better if the Ultra-Max doesn't have it on record that we've visited her, and Warren has a better, uh, cover story."

"He's not there anymore," Warren reminded her.

"All of those pyros are in civilian prison," said Will.

"Not anymore, apparently," Maj replied, and pulled up a security camera image on her screen. "I found him while I was looking for Hypnotic. Hellfire and a couple of the others too. Looks like Arnolde managed to find them and he sent them back to the Ultra-Max where he could keep an eye on them."

* * *

"Please state the person you wish to visit," said the mechanical voice. 

Warren hoped desperately that the Protector 5.0's retinal scan didn't include some sort of lie-detection technology. "Barron Battle," he replied more calmly than he felt.

He was also hoping that the visiting regulations for Dangerously Intelligent prisoners hadn't changed recently. Although special permission was required for meeting with maximum security inmates, superheroes had always been able to visit whoever they liked at any time.

"Proceed," stated the droid, to Warren's relief, which turned out to be short-lived as another robot entered the room. "You will be escorted to cell DI 75."

That was the last thing he needed, but there was no way out now. Warren followed his assigned guide and wondered what exactly he was going to say to his father. There were, of course, a whole lot of creative suggestions from the gang over the comm. They were sitting in the van which was parked a few hundred yards from the front gate of the prison.

Before they could offer anything particularly useful, Warren and his escort arrived at the door to Barron Battle's cell, and he turned to the droid.

"This could take a while. You don't need to hang around." The droid seemed to look at him quizzically, so he added, "It's okay, I know the way back."

Finally the 5.0 seemed to accept his suggestion and, after opening the cell door for him, it went to join the other droid patrolling the corridor.

Warren entered the cell and closed the door behind him. His father regarded him with an expression somewhere between amusement and disdain.

"Warren, what an unpleasant surprise."

For you and me both, thought Warren.

"I suppose you've come to find out what I was doing out of prison a few months ago?" Barron Battle asked, looking smug. "Finally admitted you need my help to crack the case?"

"Maybe," he answered nonchalantly as he finally sat down opposite his father, hoping his indifference would irritate him.

"Same deal as before?"

Warren shrugged, wondering how long he had to keep up this charade in order to validate his cover story.

"This time, I'm going first," Battle continued. "So, do I have any grandchildren yet?"

"Why, so you can pass the time calculating the odds of them inheriting all of my powers?"

Battle snorted contemptuously. "I already know the answer to that one – pretty much zero. Your little flower power princess will dilute your genes so much your offspring will probably only get one, maybe two of your powers."

Warren's thoughts were reeling, and he needed to say something to cover up the effect that revelation was having. "Why are you being so chatty, even helpful? Last time we had a conversation like this, it was like pulling teeth."

"Would you believe, paternal concern?"

"No," replied Warren flatly.

"Clever boy. Maybe you're smarter than I gave you credit," said his father with a nasty chuckle. "To answer your question, I was planning to string you along for a while, making you think I actually care about you, and when I got bored of the game then I would refuse to tell you what you want to know." He smirked broadly. "You know, it's the little things than bring so much sunshine to my dreary existence."

"Yeah? Well, I'm getting bored of this game already." Warren decided this had gone on long enough to look like it had been a legit visit. He stood up. "Always a pleasure talking to you."

"Yes, we must do it again sometime," Battle replied with equal sarcasm.

* * *

Deep in thought, Warren headed through the Dangerously Intelligent solitary section back to where he had passed the entrance to the medium security section where Hypnotic was. The ramifications of Barron Battle's unintentional revelation were huge for him personally, and Layla of course. If his father had _any_ idea what it meant to him, he'd really be kicking himself for letting that slip. 

Of course, there was no guarantee that the man had been telling the truth. Actually, it was far more likely that it was just more mind games, or possibly even an attempt to get Warren to inadvertently continue with his fire elemental breeding experiment.

Warren shook his head abruptly. He was nearing the checkpoint and he needed to focus on the mission.

In the lower security section there were still some human guards at the security desk, which suggested that the 5.0s hadn't taken over the place completely. Yet.

"I'd like to visit Jane Smith," Warren said to one of the guards behind the desk, giving Hypnotic's real name.

The man nodded and led him to the visiting area to wait at one of the tables while he went to fetch Hypnotic. Warren put on his sunglasses and switched on the camera so that the others would be able to see what was going on, and surreptitiously checked out the room.

Hypnotic was classed as a medium security prisoner, something the Guardians hadn't been too happy about at the time of her sentencing. But that was working in their favor now. It meant that her visits weren't so closely monitored and Warren could see that there was only one security camera in the corner of the visiting area, behind him. Also, it seemed that there were very few droids in the section, and they were busy patrolling the corridors.

The guard returned with Hypnotic in tow, and showed her to her visitor.

"What do you want?" she asked sullenly.

"I've come to visit you," Warren replied as he slipped her old spiked ring onto his finger and took Will's Pocket Scrabble out of his jacket. He placed the small board on the table between them, subtly making sure she saw the ring but keeping it hidden from the security camera behind him.

Her eyes widened slightly, and Warren said quietly, "You're going to play along, right?"

"Bite me," she replied. "I've had my shots."

No doubt she was referring to the antidote. "Recently?" he challenged lightly.

"It doesn't wear off," she scoffed.

Warren held her mocking gaze for a long moment before asking calmly, "Are you sure about that?"

He really hoped that he sounded a lot more confident than he felt. This whole conversation depended on her believing that she was in danger of him using the mind control drug on her if she didn't cooperate.

She thought it over quickly and then nodded reluctantly. Warren heard a general sigh of relief over the comm, which he silently echoed.

He spread out all of the letter tiles on the table, face up, and selected a few. "So, how are things going? Had many visitors lately?" he asked conversationally as he spelled out 'GREY ARNOLDE' across the board, carefully angling his shoulders to keep it hidden from the security camera.

"Yes, my, um, godfather," she replied, gathering some tiles with a subtle nod towards the board to acknowledge Warren's question. "He holds my hand and tells me everything is under control and it's all going to be okay." She spelled out 'INDUCES POWERS' downwards, intersecting with Warren's 'N' and using some of his tiles.

Warren's breath caught. "He can do that?" he asked, staring at the letters while he could hear a chorus of alarm from the others over the comm. The implications of Arnolde's ability to not just _enable_ but also _force_ another person to power up were staggering.

"Yes, there's more to him than people realize, I think," Hypnotic responded, gathering some more letter tiles and once again breaking up the words on the board in the process. It appeared that she was doing it intentionally to help him keep their 'conversation' from being discovered. "But, you'll be interested to see the triple-word score on this one. It seems he's been misinformed about me."

He stared at what she'd written – 'TOLD HIM WEARS OFF'.

"Really? Why?" he asked, wondering why she would want Arnolde to think he had to keep injecting his lackeys with her drug in order to keep control of them.

"So that visitors would keep coming to see me." She spelled 'MAYBE CATCH HIM OUT.'

'_Probably also to make him think he's dependent on her,'_ commented Ethan on the comm.

Hypnotic gave Warren an ironic look. "In other words, the opposite of what you just told me."

'_So Arnolde believes the drug wears off but the antidote lasts forever,'_ surmised Denise.

'_Probably to keep him from trying to use the drug on her,'_ Layla added.

Warren spelled out 'BLUFFING'. "So you knew all along?" he asked, and Hypnotic just looked smug. "You're obviously really good at this game. Why were you letting me win when we started?"

She shrugged. "Opening gambit to lull you into a false sense of security," she said as she wrote 'RISK U TOLD TRUTH'.

"Also, I wanted to help you win," she continued. She leant over the table with an alluring expression to whisper in his ear seductively, but her words were less than romantic. "No one forces me to use my powers against my will."

Warren pulled away from her a bit and cleared his throat as if she'd just embarrassed him with an indecent offer. "You know, coming from you, that's quite an ironic suggestion."

"I know," she replied offhandedly as she sat back, all traces of seductiveness gone. "But it's different when it's someone else."

"Isn't it always?"

"Besides, when I do it, people don't know they're being used, so at least they're happy."

"Ignorance is bliss, huh?"

"Something like that." She closed the Scrabble board. "Game over. Looks like you won."

Warren had to admit he didn't really feel like he'd won. True, he'd got her to cooperate, but Arnolde's ability to induce a person's powers was not exactly a welcome answer to the question. Suddenly the idea of Royal Pain actually being in control sounded like it might almost have been a more pleasant option...


	14. A Tangled Web

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

**

* * *

**

**Chapter 14: ****A Tangled Web **

Kate shook her head in confusion and held up her hands to halt the garbled rush of information. "One at a time, guys, please."

For the past five minutes, since the gang had arrived back at her house, they had all been bombarding her with a jumbled story of what had happened during her nap. Usually they were reasonably well-behaved when it came to taking turns, so the way that they were talking on top of one another was a sign of how serious things were. The only one who hadn't said a word was Tessa, who just sat there looking tense.

"I heard Hypnotic's name in there somewhere," Kate continued when there was some degree of order in the living room. "So that's how Arnolde's been controlling Royal Pain and company?"

There was a round of nods. "It makes a lot of sense, when you think about it," said Ethan. "It explains how he managed to get all this past the rest of the NCS Directorship."

"And why a lot of super villains have been acting out of character lately," added Magenta. "Like Royal Pain acting all behind-the-scenes, and Carbon Copy Kid being stupid enough to mess with Warren again."

"And like the way Arctic Flame kept fighting back so hard," said Warren. "It really made no sense at the time, when she was in so much pain."

Will continued with the story. "So anyway, we wanted to find out _why_ she was working for Arnolde, so Warren went to visit her and he spun her a story that the antidote she had taken a couple of years ago had worn off."

Kate saw where this was going, and she turned to Warren with a slight smirk. "So you threatened to use her own drug on her unless she cooperated willingly, right? Did she buy it?"

"Apparently," he replied, "But we'll come back to that in a moment."

Ethan took over the narration. "She said that Arnolde has been inducing her to use her powers for him."

"He's a power inducer?" Kate was shocked. "He doesn't just enable a person to use their powers in a neutralization zone, but can also force them to power up against their will? That is _really_ scary." She looked around the room at her friends, and imagined Will being forced to fly off into space, Ethan made to transform into a puddle and then bottled, Maj forced to shift into a guinea pig and then stepped on, Warren being forced to burn everything in sight including his wife…

"Tell me about it," replied Warren, who was evidently thinking along similar lines.

"Look, we don't know how much control he has over how the person uses their powers," Ethan pointed out. "For example, if he induces Layla to power up, he may or may not be able to dictate which plants she controls and how."

"It certainly appears that he's limited by needing to be in physical contact with the person," added Denise. "For all we know, his inducing power might not be that strong."

"Or it might be almost unlimited," said Magenta. "We really can't take any chances."

There were a few moments of silence as they all contemplated the implications of Arnolde's powers. Then Kate decided that she needed something else to think about instead, even if it turned out to be more bad news.

"So," she said, jarring them from their thoughts, "What else happened?" She looked at Warren. "You mentioned something about her not really buying your threat?"

"Yeah, it seems she knew all along I was bluffing, or at least she was pretty sure of it," he replied. "But she played along because she wanted me to have the information. She also told me that she led Arnolde to believe that her drug wears off over time."

"Why?" Kate asked. "And why was she being so helpful anyway?"

"She was hoping for a chance to get back at him," answered Zach at the same time as Ethan said, "To make him dependent on her," while Warren responded, "Revenge."

"Guys, I said one at a time!" Kate exclaimed, getting a bit irritated.

The three of them exchanged a look and Zach mumbled, "Sorry, mom," which forced her to smile.

"I probably shouldn't have asked more than one question at a time." She shook her head in amused exasperation and turned to Warren. "So, why did she tell him that?"

"Seems she was hoping that if he kept coming to visit her to get more of the drug, then she might someday get a chance to catch him out or turn the tables on him somehow."

"Whereas if he'd just made use of her powers once and left, she'd never see him again," Layla finished.

"She also told him that the antidote lasts forever," added Will, "Which was probably to protect herself from having him try to use the drug on her."

"That also confirms Ethan's theory about why Arnolde didn't try to use it on us," Kate said. "Okay, so why did she tell you all this? You said something about revenge?"

Warren smirked. "Yeah, she's quite ticked about being forced to use her powers against her will–"

"She's a fine one to talk about that!"

"– So she's prepared to help anyone to defeat him, because that would be her revenge too."

"A case of 'The 'enemy of my enemy is my friend'," Ethan remarked.

"And that's pretty much what happened," Will finished. "Now, the question is, what do we do about it?"

That was definitely a conversation-stopper.

"Guys, Kate said one at a time," quipped Magenta sarcastically after almost a minute of brooding silence.

When there still weren't any suggestions offered, Will took a good look around at his friends, and noticed how strained they all seemed to be, with good reason. "How about we call it a day?" he suggested.

"Yeah, it's been quite an afternoon, evening, whatever," Zach agreed. "So, same time, same place tomorrow?"

"Some discretion might be an idea," Denise commented pointedly and looked at Tessa who nodded in mute agreement.

"Right, so Tessa will fetch everyone after work tomorrow," Will arranged, and then amended with a look at his wife, "Well, almost everyone, and we'll assemble at the HQ." He ignored Kate's mock sigh and glanced at Tessa who nodded again.

With that settled, Kate went to bed and Tessa took the others home.

* * *

"Do you want to talk about it?" asked Layla carefully when Tessa had left. She'd noticed that no one had said anything about Warren's little detour before his visit with Hypnotic, and she could see why. That was more of a personal issue, and Arnolde's plot was a much bigger concern.

Warren shrugged as he sat down heavily on the couch. "Isn't that what we've all just been doing?" he asked, misunderstanding her to mean Hypnotic's revelations, either intentionally or otherwise.

"That's not the part I meant," she replied gently.

He frowned. "If you mean, do I want to talk about what my father said, then the answer is 'no'."

Layla knew very well that there were times when Warren really meant that he didn't want to talk about something, and there were times when he actually meant 'Ask me again later'. It wasn't easy to tell the difference between the two, and she'd had her head bitten off a couple of times for trying to press him when she maybe shouldn't have. On the other hand, there had been a number of occasions when encouraging him to talk had actually helped, which he'd even gone so far as to admit later.

But in this case, what with everything else that was going on, she decided it might be better to let him have his space. At least for the moment.

* * *

In the middle of the night, Layla got up to go to the bathroom. When she got back to bed she saw that Warren was awake, and she thought she must have disturbed him when she got up. But as she slid back under the covers, she recognized his expression in the half-dark as one of intense concentration as he stared up at the ceiling.

"If it's keeping you awake, maybe you should talk about it," she ventured softly as she laid her head on his shoulder.

After a lengthy pause, during which she began to think he would just brush her off again, he said, "What gets me the most is that I'm positive he was lying. He had to be, it's what he does. But still I can't help hoping that there's some truth in it."

"He told the truth last time the two of you had a deal to exchange information," she pointed out.

"Last time it was worth his while to be honest. There was something he really wanted to know."

"Well, this time it seemed that his greatest need was to gloat."

Warren shifted slightly so that he could look at her properly in the dim light. "Do you really think he could have been telling the truth?" he asked cautiously, but there was a tiny note of hopefulness in his tone.

"I think he was really enjoying himself there," she answered after a moment's careful thought. "He seems to get a kick out of insulting me, and I suppose in a warped way it's more hurtful to use truth than some sort of fallacy that you could simply deny."

"That's quite weird logic, but I wouldn't put it past him." Another long moment passed in silence and then he lay back with a sigh. "And I guess you were right. It did help to talk about it."

She smiled slightly as she snuggled up to him, and couldn't resist teasing, "That's because I'm always right. It's a woman thing, so you might as well get used to it."

Warren gave a small chuckle despite himself and kissed the top of her head. She was almost asleep when she heard him say softly, "Thanks."

* * *

The next day Tessa debated calling in sick, but in the end she reckoned that if Arnolde found out he'd probably get even more suspicious. So she decided her best solution was to go to work and just try to keep out of his sight, or at least out of his arm's reach. Despite Ethan and Denise's reassurances that Arnolde's inducing powers were probably limited, she couldn't get rid of the mental image of him forcing her to open a portal to somewhere terrible and then throwing her, or someone she cared about, through it.

She kept to her cubicle and tried to pretend she was working, although she wasn't sure what work she was supposed to be doing anyway. It wasn't like there were any Hero Expense Sheets to reconcile anymore, but thanks to the sluggish nature of bureaucracy, she hadn't been assigned any new responsibilities yet.

Halfway through the morning she looked around suddenly, having the strangest feeling she was being watched. There was no one there, so she turned back to her desk again. A moment later she felt a sharp prick in the back of her neck and she spun around in time to see Arnolde materialize behind her chair, along with a guy from Accounts whose power was to turn himself and anyone he touched invisible.

Arnolde dismissed him with a nod and turned to Tessa. "You will obey whatever command I give you and you will not in any way try to harm me or thwart my plans. Apart from that, you will behave normally so that no one will realize you are under my control."

So what she'd felt in the back of her neck had been him injecting her with Hypnotic's drug!

She was suddenly extremely grateful that Denise had given her the antidote 'just in case'. She also realized that she hadn't asked much about how a person would be expected to act under mind control. At least she had been ordered to act natural, but was she supposed to call him 'Master' or something like that? Worse than that, was he going to order her to do something… unspeakable, which she would have to either obey or risk blowing her cover?

Arnolde didn't seem to be bothered by the way she was simply staring at him, and calmly gave her first order. "I have some traveling to do today, and you will assist me," he announced, handing her a sheet of paper with addresses on them. "Take me to the first location on the list."

Tessa forced herself to not panic and just concentrate on opening a portal to the address, which was the office of a Senator.

What on earth was Arnolde up to?

* * *

With each address she took him to, it was the same story. He met with politicians and influential businessmen while Tessa was made to wait outside in elegantly furnished reception areas. To her disappointment she wasn't able to learn anything about Arnolde's latest scheme, but her new assignment gave her a lot of time to think.

When the adrenaline subsided, it occurred to her that Ethan's suspicions were quite right. It seemed that Arnolde's powers _were_ limited, or else he could have simply forced her to take him where he wanted to go instead of using Hypnotic's drug on her. That news would be a great relief to the others, when she told them.

That made her wonder when she would next get a chance to see them, considering she was now supposedly Arnolde's puppet. But surely he would let her go home in the evenings, if he wanted her to appear 'normal'?

Then there was the question of what Arnolde was up to. She could only guess that he was trying to rally support or finance for something or other, but it didn't make sense that the meetings were lasting so long. She knew he was armed with the mind control drug, so she would have expected it to just be a case of injecting each person, ordering them how to cast their votes or what to do with their money, and then moving on to the next one on the list.

Perhaps Arnolde needed to limit his use of the drug for some reason, so he was trying to convince them the normal way first, and only use mind control as a last resort. Maybe he was afraid of running out of the drug. Or, more likely, he was concerned about having too many people all over the country who he'd have to keep injecting with the stuff, considering he was under the impression that it wore off.

It was after 7 o'clock when Arnolde finally asked her to return them to Maxville. When they were there, she stood nervously as he went through some papers, hoping he would dismiss her soon.

After a few minutes her cell phone rang. Without even looking at the caller ID she knew it was probably Will, wanting to know why she hadn't collected the others for the meeting yet, something she couldn't exactly discuss just then. Arnolde strode over to her, and before she could cancel the call he took her phone. She was about to resist but she managed to remember in time that she was supposedly under his control, and she let him have it.

Arnolde took one look at Will's name on the caller ID and handed the phone back to her. "Answer it and tell him you'll call him back in a minute," he ordered.

She answered the phone. "Hi Will, I'll call you back in a minute," she said, trying not to sound as nervous as she felt, and then she hung up and turned to Arnolde anxiously for her next instruction.

"Tell him, using your own words, that you have seen the light and joined my ranks, so you will no longer be one of his Merry Men and that in fact you will be telling me all of their little secrets."

She nodded and then dialed Will's number slowly, even though she had it on speed-dial, trying to play for some time while she thought very quickly about what she was going to say. The last thing she wanted was for Will to think she actually _had_ turned.

As soon as he picked up she started talking before he could say anything. "Hi Will, sorry I'm late for your, uh, Nursery-Warming Party. No actually, I'm not sorry. I don't want to be friends with you guys anymore because you're just getting in the way of Mr. Arnolde's noble plan to save the world, so I'm going to tell him everything you know and what you're planning so he can defeat you."

She hung up without giving him a chance to respond, and just hoped that he'd know she was merely putting on an act.

Arnolde looked at her and nodded in approval. "Obedience is such a virtue. I should have injected you ages ago." He went on with a nasty smirk, "Now, tell me. What _do_ they know and what _are_ they planning?"


	15. Hidden Talents

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

_**A/N: **__**As always, a huge thank you to my reviewers. Your comments and feedback really help me so much, and I appreciate your ongoing encouragement!**_

* * *

**Chapter 15: ****Hidden Talents**

"Nothing!" Tessa blurted out. With considerable effort she managed to get her panic under control and make a reasonably plausible recovery. "That is, they don't know what's really going on. They think they know lots of stuff but actually they're just guessing."

She stopped there, remembering what Warren had once said about talking too much often being seen as a sign of a guilty conscience. Hopefully Arnolde was familiar enough with her tendency to babble that he wouldn't find her behavior suspicious.

As it happened, he seemed to be far more interested in _what_ she was saying than _how_ she was saying it. "And what are they guessing?" he asked with controlled eagerness.

The first thing that came into her mind was Zach's conspiracy theory. "They reckon that Royal Pain is actually in control of all this," she said. "Um, because they think that the droids were built by her." Had she said too much? She clenched her jaw in an attempt to keep her expression neutral.

Arnolde looked amused at her answer. "Well, they're right on the second guess, but the idea of Royal Pain running this show is ludicrous. She's a certified super-villain; surely they know she would never command her robots to _save_ people?"

"Uh, they think that it's all part of a secret plot to take over the world, so for the moment she's making them act all nice."

"And what are they planning to do about it?"

That was a bit more difficult to bluff her way through. Possible plans hadn't been discussed much so she didn't know what not to give away, or even what might sound like a plausible story. Suddenly she wished she'd used some of her waiting time that day to think up smart replies for this type of question.

She thought quickly about the ways that the gang had dealt with other crises and answered, "Magenta, Ethan and Zach think that they're clever enough to re-program the droids to self-destruct. Or something like that. Their plans are still in the early stages."

He actually chuckled at that. "Well, I have no need to fear them on that score," he scoffed, "There is no way they would be able to do that. Still, their continued resistance is irritating, so when I'm finished with my current project, you're going help me to deal with them. Permanently."

Not sure what to say to that, Tessa just nodded obediently.

Arnolde went back to his papers. "That will be all," he dismissed her with a calm indifference that seemed extremely jarring after what he'd just said.

* * *

"What did she say?" asked Kate as Will hung up after the brief call with a confused expression on his face.

"Well, from what I could tell, I think she's busy playing along that she's under mind control."

"Are you sure it's only an act?"

"Pretty sure," he replied thoughtfully. "I mean, if she really _was_ on his side, she would have said something like 'I'm going to tell him about your secret meeting tonight.' Instead she made up a cover story about a 'Nursery-Warming Party'."

"That's not a bad cover story," said Kate with a slight smile. "Looks like she's learning to think on her feet."

Will decided that it was actually a very good idea, considering that they were going to need to use more mundane means to get together that evening. Unfortunately, Ethan and Denise would probably have to be excluded, but at least the others would be able to come.

An encoded text message to the gang explained what was going on, and fifteen minutes later Warren, Layla, Magenta and Zach arrived at the Strongholds' house appropriately dressed for a party. To complete the image in case Arnolde's spies were watching, they'd even brought gifts, which they'd been intending to give when the baby was born.

They trooped into the newly-decorated nursery where Zach and Magenta tried out Kate's rocker until she told them firmly to stop it before they broke something. Evidently she was practicing her parenting skills. Either that or she was just getting irritable from the discomfort of being heavily pregnant.

They admired the baby décor which they'd all contributed to at some point, and Layla tried very hard to get Kate to tell them what name they'd chosen, without success. All Will and Kate were telling anyone was that it was a boy.

After oohing and aahing over the nursery for a bit, it was time to get down to business so they returned to the living room. Kate opened her presents while Will told them about his strange conversation with Tessa.

"But are you sure that she was bluffing?" Magenta asked Will when he'd finished.

"She must have been; she's had the antidote," Layla reminded her.

"It might not have worked for some reason," Maj pointed out. "It's happened before."

"Yeah, but that was before Denise sorted out the needing-to-shake-before-serving issue," Zach said. She'd had to fix that particular weakness after their first run-in with Hypnotic a couple of years ago before they could administer the antidote to the general populace. He noticed what Kate was doing and proudly exclaimed, "I knitted those myself!"

Holding up the fluorescent yellow and white mittens she'd just unwrapped, Kate privately had to admit she wasn't going to argue that claim. They weren't quite the same size, and the pattern was a bit random. Where he had got such glow-in-the-dark wool from, she couldn't begin to guess, but she thanked him sincerely for his efforts. This was a situation where it really _was_ the thought that counted.

"I managed to stop him from putting on sequins," put in Magenta helpfully as Kate opened her gift next, a digital photo frame.

"Anyway, Tessa didn't reveal why we were really going to be meeting tonight," said Will when he finally got a word in, trying to get the conversation back to the point. "I'm sure she wouldn't have made up this cover story if she was actually on his side."

"I agree," said Layla as Kate opened the gift from her and Warren. It was a large plant pot, and once the wrapping had come off, Layla used her powers to make the tiny seedling planted in it grow into a large leafy plant. "It'll fill the nursery with oxygen while he's sleeping, and the pollen is completely hypoallergenic and the sap and the leaves have homeopathic properties," she explained enthusiastically and then her expression turned more serious as she looked around at the others. "So what are we going to do about Arnolde and his mind-controlled minions?"

"I'd prefer to deal with Royal Pain and her mechanical minions, personally," replied Warren. "I really don't want to get in arm's reach of the psycho power inducer, thanks."

Magenta agreed. "Yeah, whatever we plan to do about him, it'll have to be from a safe distance."

Just then, there was a shimmering circle of the air in the living room, and Tessa stepped out of her portal, closely followed by Denise and Ethan.

"I was just playing along, Will, I'm sorry," Tessa started before anyone could say anything. "I had to pretend I was under mind control or else he would know that we know about Hypnotic and then…" She trailed off as she realized she was babbling yet again.

"It's okay," Will reassured her. "I worked it out."

She sighed in relief and sat down on the couch. "By the way, it seems that his inducing power is limited, like Ethan and Denise guessed, so maybe we don't need to worry _too_ much about him using our powers against us."

"I still wouldn't want to get too close to him," Warren muttered.

"There's a bigger problem, actually," Tessa responded. "I don't know what exactly he has in mind, but it seems he's planning to… get rid of you guys soon, and I'm supposed to help him, so I'll try to tip you off if I can, but–"

"How soon?" asked Will.

"When he's finished with his 'current project', which involves having meetings with all sorts of influential people. I'm hoping you've got a week or so before anything happens, because today we only visited five of the people on his list of over 20."

"Why only five?" asked Magenta. "It shouldn't take that long to inject people with the mind control drug."

Tessa shook her head. "It looks like he's trying to limit how much he uses the drug. I'm guessing that's why he didn't use it on me until now."

"Well, you appeared to be on his side so he didn't need to," Layla remarked.

"What happened after you called me?" asked Will. "You said that you were going to tell him everything we know?"

Tessa chewed her lower lip, feeling very nervous. This was the question she'd been dreading. "I, uh, I told them that you think Royal Pain is running this show, no offense to your theory, Zach. And he wanted to know what you're planning, and… and I kinda told him you're going to re-program the droids. I'm sorry, that's all I could think of. If I'd hesitated too much he'd have gotten suspicious that I wasn't really under mind control. I'm sorry…" She started to cry, the stress of the whole day finally too much for her.

Layla went over and sat next to her, giving her a big hug. "Don't worry, sweetie, you did fine."

"Actually, that's not such a bad idea," said Magenta thoughtfully, "The part about re-programming the droids."

"He, uh, he said that couldn't be done," said Tessa, wiping her eyes. "I don't know whether it's just that he's underestimating you guys, or whether it really _is_ physically impossible."

"Well, it probably _would_ be impossible to re-program the droids themselves, I agree, especially if it's done one at a time. But if we could get into Royal Pain's mainframe, we might be able to change some of their basic commands."

"Or we could upload a virus to their mothership, uh, their firmware!" suggested Zach but he was ignored entirely.

"So we need to find her lair then," Ethan concluded. "It could be almost anywhere in the country."

"I think it's here in Maxville," said Tessa and they all looked at her. She shrugged. "It's just a guess, but Arnolde's been spending a lot of time in this city since the droids came out."

"She could be using her old lair from before she was arrested," Will remarked. "They never found where she'd been planning her super-villain academy, did they?" He glanced at Ethan who shook his head. "She could well be using it as a 5.0 production facility now."

"Could be difficult finding it, though," said Zach. "It's not like the droids go home to roost at night."

"They would go back if they needed repair for some reason," Warren commented.

"Dude, they're like more invulnerable than Will."

"You really shouldn't believe all the marketing blurb, you know."

"Yeah, they're not really as invulnerable as all that," Layla agreed, knowing what Warren was getting at. "There was an acid spill and a couple of them heroically sacrificed themselves to help the people to safety. It was on the news the first day or two they arrived."

"I suspect that they're made of the same alloy as the de-neutralizers," put in Denise. "After I saw that news item I did some experiments on the bracelets to check. That particular acid is the only means I've found so far that can damage the metal."

"Apart from intense cold and the combined strength of Will and his father," added Kate.

"The trouble is, if we're going to damage a droid enough for it to need repairs, it's going to have to look like an accident," Will pointed out. "I mean, can you imagine if we get nailed for attacking a sacred 5.0?" They exchanged glances. He was right, it would look really bad, even treasonous, and things could get nasty.

"Well, it could 'accidentally' walk through some of that acid, couldn't it?" Tessa suggested, but she knew it was a bit of a stretch.

"Not likely," replied Denise. "That compound is unlikely to be floating around a city like Maxville. There's bound to be some sort of inquiry."

"In addition, there's the danger of citizens being harmed by it by mistake," Ethan said.

"How about something that won't hurt them, like that awful sap of Phyto's," suggested Kate. "It only corrodes artificial stuff, right?"

Magenta frowned. "That would work, but where on earth would we get some of it from?"

"I'm sure there's a sample of it in a superpower research lab somewhere," replied Denise, unfazed by that particular problem.

Zach had a different concern, though. "Okay, so say we can get a droid to go home crying to its mama. How are we going to follow it? If we try to plant some sort of electronic tracker on it, Royal Pain's gonna find it straight away."

"I could, uh, I could hitch a ride," said Ethan hesitantly, looking extremely nervous about the prospect. "In liquid form, I mean."

"Okay, I'm going to veto that suggestion straight away," answered Will. "In fact I'm going to pretend I never heard it. Could we have some ideas that are less blatantly suicidal please?"

Warren, meanwhile, had been staring at the plant Layla had just grown for Kate's nursery. "What if the tracker was organic?"

He shot his wife a glance before looking back at the plant.

She followed his gaze and shook her head emphatically. "No no no. My powers don't work like that."

"Well, you must be able to sense where a seed or a plant is in order to take control of it, right?" he contended, looking at her intensely.

"Yes, but it's not the same thing as your ability to sense fire," she argued. "It's nowhere near as clear as that, more like a general awareness of plant life. I wouldn't be able to track a… roving seedling or anything."

"Hmm." Kate looked at her thoughtfully. "Layla, what plants are on the windowsill of my bathroom?"

Layla closed her eyes and concentrated for a moment, with her brow slightly furrowed. "Two violets and a… a cactus that's almost dead." After a short pause she added, "Well, it's much better now." She opened her eyes and seeing the hopeful and expectant looks they were all giving her, she objected, "No, no. That was easy. That didn't prove anything. Those plants were stationary, it makes them much easier to focus on! Guys, please. I don't think I can do this."

But her argument fell on deaf ears. Warren regarded her with a quietly encouraging look and even Magenta the resident cynic was grinning.

"Right, so it's settled then, for the moment at least," stated Will cheerfully. "Denise and Ethan, you need to find some of Phyto's goo. Layla, you need to practice with moving targets, and we all need to think about how we're going to get the sap onto the droid without the whole situation looking suspicious."

He looked very happy with their progress. In fact everyone did except Layla. She was feeling quite seriously out of her depth, and she privately hoped it would take a little while for the sap to be obtained so she would have some time to practice.

* * *

In the end, it took four days for Ethan and Denise to locate a sample of Phyto's sap. It would have taken much less time if they hadn't had to be so secretive about it. In that time, Kate got more and more irritable as her due date approached and Will got more anxious, both about his wife and the danger of Arnolde's imminent threat. Tessa continued to play taxi but she didn't manage to learn anything new. She was, however, able to update them on how far Arnolde was through his list of meetings and therefore how much time they had left.

Meanwhile, Layla worked on her new trick. After practicing at home for a while, Warren took her to the botanical gardens. While she sat in one place he walked around holding a small plant pot with a seedling, and she had to follow its progress with her powers. This was a real testing ground, because she needed to differentiate between the plant he was holding and the ones he was walking between.

"Where am I now?" he asked her over the comm. They reckoned that would be a safer way to communicate than their cell phones which were no doubt still being tapped.

'_You're at the park bench we passed on the way here,'_ she told him and he smiled as he set off for another area of the gardens.

She was doing really well, to her surprise, and even he was impressed, despite the fact that he'd been sure all along she could do it. But he'd been concerned that the surrounding greenery would make it much more difficult, however she'd adapted even better than he'd hoped.

_So there, Dad_, he thought darkly. _Guess she's stronger than you thought, huh?_

Warren wasn't sure what it was, but his more petty side really enjoyed proving his father wrong, particularly when it came to Layla. Maybe it was his hero complex gearing up to defend her or something like that, even if it was only in the privacy of his own head.

His musings about his father made him think yet again of what had been said at their most recent meeting. It was so ironic that while his father considered Layla's genes a drawback, Warren felt that weakening his bloodline would be the greatest hope that any future children of theirs would have for a normal life. At least, as far as life was ever normal for people with powers. He actually wished that there was some way to guarantee that his kids would take after their mother more than him, and not just in terms of her powers…

'_You're at the big oak tree,'_ said Layla, her voice on the comm jarring him from his thoughts. He hadn't even realized that he had stopped walking.

"Which oak tree?" he teased. "There's quite a few around here."

'_If I say its name is Bob you'll just think I'm making it up,'_ she replied in a similar tone.

"Mostly because you _are_ making it up," he pointed out.

'_Well, um, yes__ I am,'_ she admitted, but before he had time to make a smug comment, she continued, _'But you're at the oak tree near the avenue of rose bushes and you're next to a copse of trees whose species you don't know anyway so it's pointless to tell you. Oh, and there's a dandelion at your feet.'_

Warren looked down and chuckled. Sure enough, there was a dandelion next to his right boot. "Okay, wiseguy–"

'– _WiseGIRL –'_she corrected, but he just carried on.

"– Now let's see you track the seedling while I'm moving." That was, after all, the ultimate point of the exercise.

For the next hour he led her on a convoluted tour around the botanical gardens, which she followed with only a couple of mistakes. But each time she got lost she picked up the trail again, quickly enough to compensate if it had been for real.

Finally, he decided she'd done enough, and he stopped and waited for her at the water garden.

"See? Not so impossible," he said as she came up to him.

"Thanks for believing I can do this," she said simply, her expression earnest.

He cupped her face in his hands. "Well, you've believed in me all these years."

"That's not the same thing," she replied. "There's a big difference between believing in someone's character and believing they can do something they've never tried."

Warren agreed. "Yes, it's a lot more difficult to believe in someone's character," he said quietly.

"That's not what I –"

"I know," he interrupted gently.

He took her in his arms and they stood here for a while watching the miniature waterfall, just enjoying being together in the tranquility of the botanical gardens, a moment of calm before the impending storm.

* * *

Two days later Ethan proudly produced a sample of Phyto's sap in a calabash. The large dried fruit was one of the few containers that would be safe from the corrosive effects of the sap, being entirely organic.

With Layla confident about her tracking ability, the only outstanding question was how to make it all look like an accident. But then Layla's mom came up with a cunning solution to that one too, and they were ready to go.

* * *

A teenage girl came up to the Protector 5.0 that was on patrol in her suburb that afternoon. "Please, Mr. Protector," she called, oozing girly charm. "My cat is stuck up a tree and she's too scared to come down. Please, please will you rescue her?"

The droid nodded and immediately changed course for the tree she indicated, and behind its back, Nicola gave a silent sigh of relief that it had bought her act. Warren's cousin followed the droid to the tree where one of Dione Williams' cats, an aristocratic Egyptian mau called Bastet, was giving an excellent imitation of a damsel, well, feline in distress.

Around the corner in the van, the gang were watching all this via a minicam mounted in the tree next to the branch where the cat was wailing quite pathetically, and Warren wished for a moment that they didn't have sound on the monitor.

He knew that they probably shouldn't be exposing his underage cousin to this kind of danger, but it couldn't be done by any of them because they would be recognized by retina scan. Plus, she was, at least, a hero in training, and it was definitely better than involving citizens in this.

He leaned over to his mother-in-law who was also in the van. "I thought you can _communicate_ with animals, not _control_ them," he commented quietly. Of all of her cats, he really would have thought Bastet would consider it beneath her dignity to pretend to be stuck up a tree.

Dione knew exactly what he meant. "Actually, cats are every bit as vulnerable to manipulation as humans are," she replied with a knowing smile.

"Let me guess. You told her she's not allowed to, never in a million years, so of course she did it just to spite you."

"Close. I told her she'd never be able to pull it off so I would just have to ask one of the other cats who's a better actor and more sneaky."

Warren chuckled quietly and turned his attention to the monitor. As they could see, the droid had flown up to the branch where Bastet was shrinking away from her rescuer and wailing even more. As it stretched towards the cat, Layla made the nearby twigs brush up against its back, smearing it with a small patch of Phyto's goo in the process. A small number of seeds had been embedded in the sap, ready for Layla to use when the droid moved off.

When the 'transfer' was done, Layla nodded to her mother who got out of the van and walked towards Nicola and the tree. As soon as Dione appeared around the corner, it was the signal to the cat that she'd carried on the performance for long enough. With a suitable air of reluctance, Bastet finally allowed the droid to rescue her. The 5.0 flew down to the ground and handed the cat to Nicola, who put on a big act of gratitude, and then continued its patrol up the street.

After a while, the van slowly came around the corner and drove in the direction that the droid had gone. When they were all safely out of sight, Nicola handed Bastet back to Dione, who made a big fuss of the cat's performance. After a few moments she looked up and noticed that Nicola was still looking in the direction the van had gone.

"Wishing you could have gone with them?" she guessed, and the girl nodded. "Don't worry, your chance will come."

"I hope so," she sighed. Up until Warren and Dione had told her about their plan and asked her to play a small role in it, she'd been close to giving up hope that she would ever become a qualified hero. There had been a lot of rumors going around school lately that Sky High was going to be closed down, now that there was no longer a need to train human heroes. Of course, if Warren and his friends failed in this mission, there was far more at stake than her own future, and she knew it. "I hope so," she repeated, still looking where the van had disappeared.

"Me too," replied Dione with a similar sigh. "Me too."


	16. Failsafe

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

**Chapter 16:** **Failsafe **

As soon as the droid resumed its patrol up the street, Layla caused one of the seeds stuck to it to germinate, which made it easier for her to follow that when the seed was dormant. She kept the seedling small, though, to prevent it from being noticed, and the van trundled slowly behind the droid as they waited for Phyto's sap to do its trick.

Before they could move into the next phase of their plan, the droid reached the end of the street, and Layla frowned.

"What?" asked Warren, seeing her expression.

"It's… it's coming back this way," she replied, confused.

"It's still on its patrol," Ethan realized. "It hasn't registered that it's damaged yet."

"Possibly Phyto's sap is taking longer to corrode it because of the alloy's –" started Denise, but she was cut off.

"It's just around the bend in the road, guys!" warned Layla urgently. If it recognized any of them, this mission would be over before it really began.

'_Hold tight, folks!'_ called Zach over the comm from the cab, and the van suddenly swerved, into someone's driveway apparently. A bit more bumping told them that he'd driven onto the lawn, presumably to hide behind a hedge.

"It's walking past now," Layla whispered, and the others practically stopped breathing as they waited.

After a few tense moments, she reported that the droid had carried on past their position, and another minute later it was safely around the corner. There was a general sigh of relief and then Zach backed the van out of the citizen's driveway.

'_Uh, Layla?'_ said Will who was sitting with Zach in the cab, '_I hate to distract you, but could you just fix this guy's lawn quickly before we leave?'_ Layla made a slight gesture, which evidently did the job, because Will added, _'Cool, thanks. Let's go.'_

They continued to follow the droid at a safe distance for the next ten minutes, until Layla cautioned them that it had stopped moving. They waited out of sight for a few more minutes, until another droid flew in and landed just around the corner. Then one of the robots took off. 

"The one that just flew off is our one," Layla said.

"The other one must have come to be the replacement on its patrol," Ethan guessed.

At first Zach could follow where it was going, but soon there were too many other droids in the air so they had to rely entirely on Layla's tracking. She sat staring at the map on the monitor and gave Zach directions.

The droid led them through the central business district to the docklands area, where it suddenly slowed down.

Layla frowned again. "It's going downwards now, a long way down."

"Like, down to a basement?" asked Ethan.

"Further down even."

'_Makes sense that the lair would be underground,'_ commented Will.

"It's moving horizontally again," reported Layla. "It's going slower now, but not as slowly as if it's walking. It must in a confined space or something, like a tunnel maybe."

"So, what now?" Warren asked. "Do we go in after it or keep tracking it from the surface?"

'_Layla, do you have a good idea where the droid started going downwards?'_ asked Will.

"I do." She pointed to a position on the map on the monitor. "It was on the east side of that block."

'_Cool, so we'll be able to find the entrance again if we need to. In that case, let's keep tracking it from up here, so we can see how far the lair goes.' _

Now they were practically retracing their previous course, as the droid slowly led them back into the suburbs before finally coming to a halt.

Layla gave a small gasp. "Oh! The seedling is dead," she reported, a little breathless. Warren placed a hand on her shoulder and gave her a concerned look. 

"That suggests that Royal Pain is working on fixing the droid," Denise reckoned.

"Its last position was underneath that house across the street," Layla said, giving Warren's hand a reassuring squeeze.

'_Well, that figures,'_ commented Will, apparently looking at the house in question. _'It's Gwen Graysons's old house.'_

"Didn't they search through it for secret passages, hidden lairs etc?" asked Magenta.

"They did," answered Ethan, "But they never managed to find any sign of her lair or any way to get to it."

'_Guess it was really well hidden,'_ Will remarked. _'Okay, let's go back to HQ. We can't hang around here too long or it'll start to look suspicious.'_

* * *

After flying back to the Guardian headquarters in the van, they started to discuss their next move. They would need to lure Royal Pain away from her lair and neutralize her, in order for Magenta to be able to work on the mainframe. By the time they'd worked out a safe location to take Royal Pain to and Will had made a few phone calls to organize it, it was early evening.

Tessa arrived as they were gearing up. Whatever their official status, their superhero uniforms were well-equipped and provided the best protection for the mission ahead.

"Hey, how's it going with pretending to be under mind control?" Layla greeted her.

"It's going okay," she replied with a tired sigh. "I thought I'd blown it earlier today, but Arnolde didn't seem to notice, so I think I'm still safe."

"How many more names on the list?" asked Ethan, the same as he did every day, in order to calculate how much time they had left before Arnolde started on his plan against them. 

"Twelve, and he added some more today so you should be safe until almost the end of next week," Tessa answered, and then she turned to Will, "By the way, how's Kate doing? Isn't she due really soon?"

"Yeah, tomorrow, actually," Will said.

"Is it okay that you're here instead of with her?"

Will shrugged. "I asked her the same thing, but she told me to go ahead because first babies are often late, apparently. Anyhow," he went on, handing her a piece of paper with Gwen Grayson's address on it, "Would you be able to open a portal to an underground lair beneath this address?"

"Underground?" She looked doubtful. "I don't think so, I've never tried."

"Well, I didn't think I could track a high-speed seedling, and it turns out that I can," Layla reasoned. "You never really know what you're capable of until–"

"Until it's a last-chance crisis?" Tessa finished dryly.

"It shouldn't be that different to what you do already," Ethan pointed out. "I mean, you can open a portal to the fifteenth floor of a building that you have the address of. This is simply case of a number of floors downwards instead of upwards."

"Um, okay, I'll try," she said and then asked Layla, "How many floors downwards?"

Layla thought carefully, quickly comparing the distance from herself to the plants on the ground next to the HQ apartment block with how far down the droid had gone. "About thirty, I think."

Tessa held out a hand and, concentrating hard, opened a portal. She cautiously tried to push her hand through, but she couldn't. "No, there's only rock on the other side."

"It's okay," Ethan encouraged her. "Try again a bit deeper. Aim for, say, thirty-five floors."

She tried again, with the same result. It took eight attempts before she was able to open a portal that went somewhere instead of straight into earth. "Okay, we have an open space, but I really don't know if it's the lair you're looking for," she said apologetically.

Will nodded. "Well, if we aren't sure where we're going, then I'd better be the one to check it out."

"I'll keep the portal open for you to come back," she said.

It didn't take Will long to find out he was in exactly the right place, and he came back almost straight away. They quickly made their final plans and Tessa took the others where they needed to be. Last, she and Will went back to Royal Pain's lair.

Tessa stumbled as she stepped out of the portal, as it wasn't quite on level with the ground. Will caught her and she flashed him a grateful look before her attention was grabbed by the sight before her. This was, without a doubt, Royal Pain's Protector 5.0 workshop. There was an assembly line snaking around the room with droids working on building other droids. There were also some half-finished bracelets, de-neutralizers no doubt, on another workbench. None of the robots seemed to be paying the slightest attention to the visitors.

Just ahead of Tessa's portal, facing away from them, was Royal Pain herself, working on the main computer. To the side, strapped facedown to some sort of robot gurney, was the droid they had been tracking. By that stage a lot of its back was corroded away, along with some of its inner mechanics. Apparently, even Royal Pain hadn't found a way to combat Phyto's sap. Still, it looked like she'd had the sense not to touch it herself, because she seemed to be unscathed. Instead, there was another droid nearby whose hand was beginning to corrode; evidently she had used it to do her dirty work.

Will and Tessa quietly walked up to the villain, unnoticed by her with all the noise in the workshop. Tessa opened a portal right behind Royal Pain and Will swiftly pulled the villain backwards through it…

…To the Sky High gym, all set up for Save the Citizen, sans the mulcher.

While Tessa quickly took Magenta back to the lair to work on hacking into the computer, Will and Warren set about the task of neutralizing Royal Pain.

Warren had suggested sending her to the middle of the Sahara or somewhere like that where there wouldn't be any technology available to her for miles around. But the problem with that idea was that she could still fly. Here, she was more or less contained. The Save the Citizen gear had recently been upgraded and reinforced, and the Perspex side barriers now went all the way to the ceiling, which was also a lot stronger than it used to be. 

However, while it wasn't impossible to keep her from escaping, neutralizing her soon proved to be another story entirely. Her battlesuit seemed to make her even more invulnerable now than when they'd fought at Homecoming. Will didn't want to hit her _too_ hard, for fear of doing permanent damage, and they had no luck whatsoever trying to find a neutralizing bracelet.

The bracelet was most likely hidden under her battlesuit, and getting her out of that was likely to be… tricky.

* * *

Strangely enough, the droids in Royal Pain's lair still didn't seem at all concerned by the presence of the intruders. Nonetheless, Tessa kept a wary eye on them while Magenta got to work. It was easier to access the system than she'd expected, probably because Royal Pain had been working on it when Will had abducted her.

As she was searching for the droids' base programming, she noticed a file called _Battlesuit Upgrade_, which she opened, thinking there might be something there that Will and Warren would want to be warned about. 

"This is not good," she said after a moment, staring at the screen.

Tessa looked over her shoulder at the x-rays of what seemed to be a human skeleton superimposed on Royal Pain's battlesuit. "Uh, what does it mean?" she asked hesitantly. Although she was reasonably comfortable with the rest of the gang, she still felt rather intimidated around Magenta with her sarcastic tongue.

"It means that Royal Pain's spinal cord is hardwired into her battlesuit now," Magenta replied without turning from the screen. "Worse than that, she doesn't have a de-neutralizing bracelet like she made for Arnolde's other minions." Now Maj turned and looked at Tessa anxiously. "She has a de-neutralizing chip built into her battlesuit. It's almost impossible to neutralize her now."

* * *

They weren't losing, but they weren't exactly winning either. Royal Pain was holding her own, and her battlesuit was proving to be a tough nut to crack. So when Magenta's voice came on the comm, they were really hoping that she had some good news. 

No such luck. The built-in de-neutralizing chip, combined with Arnolde's mind controlling, meant that their options for dealing with the super-villain were now severely limited.

"I don't suppose those are just future plans or something?" asked Will hopefully as he spun Royal Pain around by her ankle in mid-air. "I mean, are you sure those modifications have already been done?" He let the villain go and she went flying into the side-barrier, sliding to the ground in a heap. Unfortunately, that was unlikely to keep her down for long.

'_The date on the x-rays indicates that it happened a few months ago and there's also–'_

The rest of Magenta's response was cut off by static as Royal Pain used her powers to interfere with their comm system. The two heroes turned to look at her as she gave a deep distorted laugh.

"So now you know, there's no stopping me from doing Arnolde's will," she gloated.

She probably would have gone into some sort of super-villain speech, if it wasn't for Will's cell phone ringing just then. However when Will looked at the caller ID, he realized it wasn't Magenta, but Kate's mother. 

He didn't get a chance to answer it, though, thanks to Royal Pain disassembling his phone with her powers, and he was torn between helping Warren deal with the villain and finding a phone to call his mother-in-law back. She knew they were on a mission, so there was only one reason urgent enough for her to call him.

Warren saw his indecision, and guessed what had happened. "Was that Kate?" he asked as he threw a fireball at the contraption Royal Pain was starting to make out of the remains of Will's cell phone. Fortunately the gadget, whatever it was, wasn't as indestructible as she was, and his fire destroyed it easily.

Will answered his question, "Uh, her mom actually, but I –"

"Just go, Stronghold."

"Are you sure?" asked Will as Royal Pain launched herself across the gym at them. 

"Yes! Now go, damn it."

Will flew over to meet the villain head-on, and sent her flying into the side-wall again. That kept her dazed for long enough to allow him to leave the arena. As they briefly lowered the mechanical barrier to let him out, Layla tossed a few seeds onto the gym floor. After the strain of tracking her seedling for almost two hours, she didn't feel up to facing Royal Pain in person, but she could still use her powers from a safe distance to help Warren out a bit. 

She really hoped that Royal Pain would tire soon. Of course, it could have been a lot worse. At least she hadn't given her own battlesuit the same technology and weapons she gave to the droids. They wouldn't have stood much chance if she had.

* * *

"Uh, what just happened?" asked Tessa when suddenly all they could hear on their comms was static.

"Royal Pain-in-the-butt must be jamming our signal," Magenta replied.

Despite the interruption, she was satisfied that she'd passed on her warning to Will and Warren, so she started on the main point of the exercise. First, she searched for some kind of kill-switch, just in case Arnolde had allowed for the fact that there might someday be an emergency that would require the droids to be shut off. But it seemed that either he was too arrogant to believe that something might go wrong, or Royal Pain had hidden the information very well.

Maj knew she didn't have time to keep searching for something that might not be there, so she started to work on cracking the access code to the Protector 5.0 base coding.

"Uh, Magenta?" said Tessa, sounding really nervous.

"What?" she asked without pausing in her work.

"The droids, they're looking a little… annoyed, as if they don't like what you're doing."

"They're machines, they don't _get_ annoyed and they don't 'like' or 'dislike' anything."

"Please, Magenta, they look really angry now," Tessa whimpered. She knew she sounded quite pathetic, but there was no doubt in her mind that the droids had gone from paying them no attention at all to suddenly looking quite aggressive. Trying to keep an eye on all of them as they started to close in, she opened a portal in case they needed a quick getaway.

"Just a minute," replied Magenta. "I'm almost there."

Tessa saw the nearest droid raise its hand, aimed at Magenta with two fingers outstretched. There was a crackle of electricity between the two fingers, which, Tessa knew, meant it was about to fire its immobilizing ray. She grabbed Magenta and hauled her through the portal.

"What the hell did you do that for?" snapped Magenta as they arrived on the gym stands at Sky High. "In a couple of seconds I would have cracked it!"

"In a couple of seconds you would have been unconscious!" Tessa responded, and then she looked over to the arena to see how things were going. "Hey, where's Will?" she asked and Magenta looked too.

"Kate's mother phoned," explained Denise, going over to them.

"So, now what are we going to do?" asked Magenta with a sigh. "It's not like we can just send Royal Pain back where she came from and hope that there won't be any reprisals."

"No, we can't," Denise agreed. "We need to subdue her somehow."

But subduing her for any length of time was proving to be very difficult. Or, at least, doing so safely. Warren was pretty sure he could kill her if need be, but obviously that was a very last resort. Before they went down that desperate road, they had to know they had exhausted all other options.

At the time when Tessa and Magenta arrived, Layla had just cocooned the super-villain tightly in vines, but even that didn't keep her tied up for long. The battlesuit gave her almost super-strength and her gloves and gauntlets had extremely sharp edges for hacking her way out of the greenery. Still, it gave Warren a chance to catch his breath.

Using one of Layla's vines as a slingshot between two lampposts, in the same way as Lash and Speed used to, Warren launched a dumpster at Royal Pain just as she flew towards him. She tried to use her powers but they had no effect on the heavy projectile, which connected with her violently and sent her once more into the reinforced Perspex.

Seeing that gave Zach an idea. He hurried over to Denise and asked, "Do you have some sort of tranquilizer nearby?"

"There's some in Ethan's lab at the HQ," she answered. "Is that close enough?"

"That's fine, I need to go there anyway," he replied. "Tessa?"

"Sure. The lower floor, right?" she checked. That was where Zach's workroom and Ethan's lab were, while the meeting area was on the upper level, the top floor of the apartment block.

Zach nodded and she opened a portal. The three of them stepped through, and Zach and Denise went over to their respective areas to search for what they needed. Zach rooted through his cupboard of gadgets confiscated from super-villains, looking for suitable weapons among the trophies Will had brought back for him over the years, while Denise went through the drawer in Ethan's desk that had been hers. Hidden right at the back she found a small unmarked vial which took her by surprise. She had forgotten it was even there. Shaking her head, she pocketed the tiny bottle and went back to searching for the fast-acting tranquilizer that she knew was in the drawer somewhere. She found it just as Zach came over with a dart for her to fill, and she raised an amused eyebrow at his choice of weaponry.

With that part of their mission accomplished, Tessa took them back to Sky High. Zach entered the arena while Warren kept Royal Pain distracted with dive-bombing flame constructs. Even though they couldn't hurt her, and she knew it, she seemed to find them irritating.

When she saw who had joined the game, she started to laugh derisively, and even more so when Zach pointed an impressive-looking stun ray at her while half-hiding behind the newspaper dispenser. She easily disassembled the weapon with her powers, the force of her action sending the pieces all over the gym.

With the villain lured into a false sense of security, Zach revealed what he had been holding behind the metal box in his other hand. It was a crossbow, a weapon that was powerful enough to puncture armor.

Also, a weapon that Royal Pain had no power over.

She flew at him, evidently hoping to tackle him before he had a chance to fire, but she was too late and the tranquilizer dart pierced her battlesuit in her stomach. She pulled it out and continued trying to fight for the next few minutes, but her movements became more and more sluggish as the tranquilizer took effect. Finally, she collapsed.

"Nice work, Z," said Warren.

"I worked out her weakness," Zach told him in an excited whisper. "She's vulnerable to stuff that's pre-warp, uh I mean, old technology before electricity."

The others came into the arena, and Maj gave him a big hug for his brilliance.

"So now what?" asked Warren. "Magenta, would you be able to find the de-neutralizing chip from what you saw of the schematics?"

"Well, I think I know where it is, but it would be really difficult to get at it. It would probably be easier to remove her entire battlesuit, actually."

"I think I can help," Denise offered, holding up the tiny vial she'd found in her drawer. "This is the sample of Hypnotic's drug that we drained from her spiked ring when we captured her the first time."

Warren took it from her and looked at it closely. There was barely any liquid in the vial. "Do you mean to say you've had some of the drug all this time and not said anything?" he queried.

Denise looked a bit embarrassed. "Uh, no. Actually, I forgot where I had hidden it, and I only re-discovered it when I was looking for a tranquilizer for Zach's crossbow dart."

"Cool!" exclaimed Zach. "So now we can use it to make Royal Pain into a nice person."

"Tempting…" Warren mused.

"…But not particularly ethical," Layla finished.

Which was a pity. But on the short-term, the drug would be very useful.

* * *

Warren sat on one of the chairs in the detention room as he waited for Royal Pain to wake up.

'_She should be coming around from the tranquilizer any minute,'_ said Denise on the comm. They were very relieved to find that their comm system worked fine now that the technopath wasn't jamming the signal any more.

As soon as she started showing signs of stirring, Warren began reading her the riot act. "You will not use your powers without my permission, you will not attempt to harm me in any way, you will answer every question truthfully with no omissions, you will cooperate with whatever I ask you to do, you will no longer obey any previous orders."

By the time she was fully awake, he had repeated the list five times, and they were reasonably sure it had sunk in, so he got down to business. Thanks to the mind control drug, this should be the easiest interrogation he'd ever done.

"Can you unwire yourself from your battlesuit?" he asked as she unsteadily took a seat.

"No," came the response.

"Why not?"

"I would need to sever my own neurons in the process, which would render me paralyzed from the neck down, and then I would be unable to complete the procedure."

Warren asked, "Can you at least remove the de-neutralizing chip?"

"Yes, but I need to use my powers. Do I have your permission?"

"You may use your powers to remove the chip," he replied, resisting the urge to roll his eyes at how pedantic it all was. But the trouble was, they couldn't leave her with any sort of a loophole in her orders.

Royal Pain opened a panel in her right gauntlet, but she didn't press any of the buttons. After a moment the keypad slid aside to reveal a small hidden compartment. She held her left hand over the gauntlet and used her powers to open the compartment, which contained a small chip that looked like a cell phone SIM card. Using her powers again, she made the chip levitate out of its hiding place, causing all of the lights on her battlesuit to switch off.

'_That's a lot easier than it would have been if __we'd tried to remove it,'_ commented Magenta as Royal Pain handed Warren the chip.

"Try to power up," he instructed her, just to check that the detention room now had an effect on her.

She appeared to be struggling. "I… can't."

"Are you sure?"

"Yes! I am unable to power up at all."

"Good," he replied, and then seeing that she was still trying to power up in accordance with his order, he added, "Okay, stop trying now."

Feeling a little unnerved by the blank expression of her visor, even though she was bound by the drug to tell the truth, he asked, "Can you remove your helmet without your powers?"

"Yes."

She made no move to comply, and then he realized that he'd phrased it as a question instead of an order. "Do it," he said a little impatiently, and she took off her helmet. 

Now it was time for the list of questions that Ethan, Denise and Magenta had compiled. 

"Who commands the Protector 5.0s?" Warren asked.

"Grey Arnolde."

"You don't control any of them yourself?"

"None of them."

"Don't they protect you?"

"No," she replied. That explained why the droids in her lair hadn't taken any notice of the intruders when Will abducted her. "I only create them and program them to obey Mr. Arnolde. When he is not present to give them orders, they follow their base programming, which is to protect the good citizens from evildoers."

Warren frowned. "How do they know who are the good citizens and who are the evildoers?"

"The good citizens are those who obey the law. Those who break the law must not be allowed to do so again."

'_That sounds quite dramatic,'_ remarked Layla. _'The droids aren't allowed to use lethal force, are they?'_

That was a good point, so Warren asked, "What happens to the lawbreakers when the droids apprehend them?" There hadn't been much detail about that sort of thing on the news. All the public knew was that the bad guys were taken away.

"They are immediately incarcerated," answered Royal Pain.

"Without a trial? What if the droids arrest the wrong person?"

"They are programmed to not make mistakes. To err is human."

Warren blinked at that and took a deep breath before asking the last question on the list. "What if another technopath interferes with their programming?"

"They have built-in protection against hackers and technopaths. They will attack anyone who tries to modify them in any way."

'_Yeah, noticed that,'_ commented Magenta, but Warren ignored her.

"Even you?" he asked. If there was even a remote possibility that Royal Pain could one day take control of the droids for herself, there was no way they could give her the antidote for the mind control drug.

"Even me," she confirmed.

Ethan suddenly thought of something. _'It's a bit of a long shot, but ask her if she knows what Arnolde's up to.'_

"Do you know what Arnolde is planning?" Warren asked.

She shook her head. "He does not discuss his agenda with me."

'_Well, it was worth a try,'_ said Ethan. _'I guess that's it then. You can give her the antidote now.'_

'_Do we have to?'_ asked Zach. _'I kinda like her like this.'_

'_Zach, remember that little conversation we just had about ethics and freedom of will?'_ started Layla, and Warren listened to her speech with an amused smirk as he injected Royal Pain with the antidote. Zach had, of course, just been winding Layla up, the way all of them did on occasion. It was all in good fun.

Royal Pain blinked a few times and looked around at the detention room in confusion. Then she spotted Warren.

"What the hell? Warren Peace!"

"Hello, Royal Pest."

"What… what the hell happened?"

"What's the last thing you remember?"

She frowned in concentration. "That snake Grey Arnolde was telling me what he wanted me to do in return for releasing me from the Ultra-Max."

"Well, after that he injected you with a mind control drug. He's been using you as his puppet for the past 10 months or so, but I've just given you the antidote which has released you from his control."

She took a moment to digest that, and then she sneered, "I suppose that now you expect me to be so grateful to you and your bunch of loser friends for helping me, that I'll tell you everything I know?"

'_She probably doesn't know much,'_ said Denise, _'Or at least, she won't remember anything from when she was under mind control.'_

Still, it was worth a try, and Warren knew he wouldn't get anything by asking nicely. He matched her condescending tone as he responded, "Oh please, like you know anything anyway."

She narrowed her eyes. "You think I'm stupid enough to fall for that kind of reverse psychology?"

"Well, you never know," he shrugged and added cheerfully, "If you ever feel like cooperating, just let us know. Bye now."

With that he walked out of the detention room. The door slid shut, thankfully muffling the insults and curses that the villain screamed after him.

On reflection, even as Arnolde's minion she'd been more pleasant.


	17. Paternal Instinct

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

**Chapter 17: Paternal Instinct **

Warren joined the others in the gym where they'd been monitoring his conversation in the detention room.

"That was quite enlightening," Ethan commented.

"What she just called me or what she said earlier?" Warren asked dryly. He gestured and the others followed him into the arena where they started to tidy up the mess Royal Pain had made.

"Their base programming to protect citizens from evildoers suggests that Arnolde's intentions _are_ honorable, as he claims," said Denise, picking up pieces of Zach's ill-fated stun ray.

"But she said that he commands the droids," Layla objected as she cleared up the vegetable debris. "That means he can tell them to do whatever he likes, honorable or not."

"No, he can't," Magenta told her. "They won't do anything that doesn't comply with their base coding."

"But she said they obey their programming when Arnolde isn't around to give them orders," Tessa pointed out. "Doesn't that mean that when he _is_ around, they obey his commands instead?"

Magenta shook her head. "One of the things I managed to find out from Royal Pain's mainframe is that if there's a conflict between the two sets of orders, their own programming will take precedence." She sighed as she added to Zach's pile of stun ray remains. "Weird as this sounds, it looks like Arnolde really _is_ trying to save the world."

They mused over that in silence as they carried on tidying up, until Zach's cell phone rang.

"Hey, Will!" he answered exuberantly while the others shared a curious glance. Apparently Will had phoned Zach, thinking he was unlikely to be involved in the fight with Royal Pain if it was still going on. How ironic.

"It was awesome, dude!" Zach was saying to Will. "I had this total inspiration, you should have seen it."

Layla rolled her eyes and grabbed the phone from him before he could launch into a detailed report of what he'd done. "Hello Will," she said. "Everything's fine, Royal Pain's sulking in the detention room, but–"

Will broke in before she could ask the most important question. "Is she neutralized?"

"Yes, of course. She wouldn't be _sulking_ if she wasn't. But we'll tell you all about it later. What matters right now is, how's Kate?"

"Uh, you want the gory medical details?"

She pulled a face. "No, not really. I just want to know if she's okay and how it's going."

"It's all going normally, apparently, and she's going to be fine."

"Would you like us to come to the hospital? Moral support and all that?"

"Sure, but you don't need to come just yet," he answered. "It's still going to take hours and you guys won't be allowed into the delivery room anyway."

"Okay, well, we'll see you guys later then," she said, and then added with an excited little squeal, "All three of you!"

She hung up and tried to hand the phone back to Zach, but he was running around hysterically trying to finish tidying up. It seemed he thought they were in a hurry to get to the hospital.

"Will you relax? These things take _hours_, you know," Magenta told him, but it had little effect.

In the end Warren had to threaten to torch his new Playstation before he would calm down enough for them to finish clearing up the gym, and then Tessa took them to level 4a's maternity ward.

* * *

When Will came out of the delivery room to call his friends from the waiting area, he found that they were mostly half-asleep. Not that he could really blame them, considering they'd been waiting been there for over 8 hours. But once they spotted him they were instantly all wide awake, and they charged through to see the new arrival.

"Guys, this is Matthew Steven Stronghold," Will announced proudly as the gang crowded around Kate's bed while her mom and Will's parents, who had arrived from Hawaii sometime during the night, moved aside to make space.

"Ooh, he's so small!" cooed Layla as soon as she saw the baby. "Look at his adorable little hands!"

Warren hung back and observed the scene from a (relatively) safe distance. It wasn't surprising that Layla was thrilled to bits and Zach was bouncing off the walls, but the real shocker was the way _Magenta_ was fawning over the baby as much as the others.

He wasn't sure whether to be amused or disgusted.

It wasn't that he didn't appreciate the enormity of what had just happened; his problem was the cutesiness of it all. If they weren't his friends, it would be nauseating.

And poor Matthew, he looked like he really wasn't sure about this outside world. Either that or he was just extremely confused by all the strange people touching him and telling him how cute he was.

As for Kate, she looked utterly exhausted – which stood to reason – but at the same time she was radiating a kind of joyful glow. Will's elation was so infectious that Warren couldn't help cracking a smile as he came bounding over to him. He gave Will a congratulatory handshake which his friend turned into a hug and then promptly apologized for.

Warren shook his head in amusement and looked back at the baby's admiring crowd. "What is it about babies that reduces grown adults to pools of mushiness?" he asked. "I mean, even Magenta has gone soft."

"You do realize Layla's going to want one too, now, don't you?" Will couldn't stop grinning.

"Yeah, I figured that. I think I better get her a kitten or something."

Will sniggered. "Nice try. I don't think that's gonna get you off the hook."

* * *

Sure enough, as soon as they got into the car:

"Don't you think it would be nice if Matthew had a playmate almost the same age as him?"

He didn't answer, not that she appeared to be expecting any sort of response. She babbled on merrily about the new arrival for the whole of the trip home, which Warren tolerated in amused silence. He really didn't begrudge her enthusiasm, particularly considering it was a while since she'd last had something to get so excited about. And with the ways things had been pretty heavy-going lately, it was nice for her to have a happy moment.

It was mid-morning by the time they got home. Although they'd been up all night, they were both still wide awake – Warren because he'd gone past exhaustion hours ago and Layla because she was too excited to be sleepy. He sat down heavily on the couch, wondering how long he would last before he crashed, while she chattered her way through making herself a cup of herbal tea and pouring him a mug of coffee.

She handed him his coffee and finished off her happy babble with the question he was dreading. "So, what do you think?

"You know what I think," he replied quietly.

She frowned as she sat down next to him. "No, I don't actually." He opened his mouth, but she carried on before he got a chance to say anything. "I mean, I know you think it's a bad idea _at the moment_, and I totally agree that it's too dangerous. But I'm asking if you think it's a bad idea… for ever." She finished the sentence in a small voice and looked at him anxiously.

"I… don't really know how I feel about it," he answered slowly. "I'm not against the idea of having children, and I can see how excited Will and Kate are, but for me, I'm more… scared… than anything else."

"I'm sure they get scared too sometimes."

"They don't have as much reason to be," he mumbled, and then hoped she hadn't heard that.

Apparently she had. "What do you mean?" she asked gently.

"Nothing," he hedged. "I just wish I knew if what my father said was true."

"We could ask Ethan to do some research into historical fire elementals," she suggested as she put her cup down on the coffee table. "He could find out if their kids inherited their powers."

"Hmm. Unless, of course, they were all monks or something," he commented, trying to lighten the mood.

Layla gave a light chuckle and then snuggled up to him with her head on his shoulder. "But that's not the only thing you're concerned about, is it?"

Warren had a feeling she'd broken eye contact before asking him the question on purpose, to give him some space in a sense. He took a long time to answer, choosing his words carefully. He couldn't really tell her what he was most afraid of, because she would just automatically tell him he had nothing to worry about, and he couldn't help feeling she was biased.

"Well, it's like you never know what sort of people your kids are going to grow up to be," he started. "They could go bad despite everything you do to try and stop them, and that's bad enough with normal kids but imagine when it's kids with superpowers, especially really destructive ones like mine."

But he was just trying to avoid the main issue, and he knew it. More than any sort of concern he had about how his children would turn out, he was afraid how _he_ would turn out, as a father.

He was still plagued on occasion by nightmares about going villain, and that wasn't something he'd wish on anybody's kids. After all, he of all people knew what it was like to have a super-villain for a father. But, come to think about it, it didn't even have to be that dramatic. Even non-villainous normal citizens could make rotten parents. And it wasn't like he was the most mild-mannered person around.

After a few minutes of thoughtfulness he noticed that she hadn't responded to his answer, and when he pulled away slightly to look at her he realized why.

It looked like the sleepless night had finally caught up with her.

"Did you hear anything I just said?" he whispered rhetorically as he carefully maneuvered himself off the couch without disturbing her too much, and then gently laid her down with a cushion under her head.

"Mmm," she murmured sleepily without opening her eyes. "And you're wrong, by the way. You'll make a great dad."

He froze. "That's not what I said."

She snuggled into her make-shift pillow and replied, "It's what you meant."

* * *

Warren was sitting in the waiting room near Kate's ward with a large cup of coffee, staring into space. He'd thought he'd seen enough of this room recently, but it was looking quite attractive compared to the Koochie-koo Club, as he'd started calling them.

After a few hours of sleep Layla had dragged him back to the hospital to visit Kate. Actually, to visit the baby more than anyone else, it seemed. The rest of the gang were all there too, but Warren had lasted only about ten minutes before making a break for the cafeteria.

"Getting too adorably sweet in there for you?" A voice interrupted his thoughts, and Warren looked up to see his mother-in-law regarding him with an amused expression.

"There's only so much baby talk I can handle," he replied as she sat down on the opposite couch. "Even Magenta's sold out, and Will's gone completely sappy."

Dione smiled. "Don't worry, it'll be different what it's your own baby."

He gave her a look that hopefully told her, as politely as he could manage, to not go there.

But it had absolutely no effect. After a moment, she went on, "Look, Warren, I know I'm sticking my nose into something that's not really my business, but if Layla can't talk to you about this, _someone_ has to."

Warren frowned. "Who says she can't talk to me about it?"

"Well, _have_ you two discussed the issue recently?"

"Actually, yes," he answered shortly, hoping in vain that she'd be happy with that. He could hear the unspoken 'And?' in the air as he took a sip of his coffee, and he could see she wasn't going to give up. Still, he wasn't about to talk about the more personal issues that he and Layla had discussed earlier, so he went for a safe answer. "Look, it's all pretty hypothetical at the moment anyway. The situation is just way too dangerous to be thinking about having a family."

"As I said to Layla a while ago, if you're going to wait for the perfect time, you're going to miss out on something incredible," she told him. "There's always going to be problems in the world and financial concerns and personal issues and–"

"And a psycho with his own private Droid Army planning to kill us in a few days?" Warren finished, and Dione blinked in response. "Didn't Layla tell you? Apparently we're on his to-do list for this coming week."

The look on her face suggested that Layla hadn't shared that detail with her, but she recovered quickly. "Well, you know what they say. If a hero isn't in some super-villain's bad books, he – or she – hasn't been doing their job properly."

"Yeah, but ironically, this one isn't a villain as such, he's running the NCS," he remarked. "Although, Magenta tells us that apparently the droids won't obey him if he tells them to do something criminal."

"How come?"

"Something about the fact that they can't go against their original programming, which is to protect citizens from evildoers."

"So it seems that they actually _are_ legit?" Warren nodded and Dione looked thoughtful. "Well, that suggests that Arnolde's heart is at least somewhat in the right place, don't you think?"

"Uh, yeah, somewhat. Pity about his questionable methods."

"Sure, but maybe if you guys go and apologize to him and admit you were wrong and all that, maybe he will…"

"Forgive and forget?" Warren finished with a scornful snort. "You don't really believe that, do you?" That was really taking the eternal optimism thing a bit far.

"No," she replied and then gave an impish half-smile. "But it might help you play for time in a tight spot while you're thinking of something better." He gave a brief chuckle and she continued more seriously. "Actually, what I do believe is that you – and the others – will get through this the way you always do."

"Thanks," Warren replied simply. It seemed that inexplicable faith in him ran in the family.

With a smile and a pat on his shoulder, Dione got up and left. Warren finished the last of his coffee, which was cold by then but he didn't dare using his powers to reheat the Styrofoam cup or it might melt, and then wandered down the passage to Kate's room. Even if they'd all been reduced to baby-obsessed mush by the presence of little Matthew, Warren felt like he needed to spend some time with his friends.


	18. Incrimination

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

**Chapter 18: Incrimination**

It was Wednesday morning, five days after the capture of Royal Pain, and the gang were assembled in their HQ, getting ready for the day's mission. Will was cranky from shortage of sleep, Layla was sympathetic and Magenta ignored the issue entirely, possibly because she was feeling a bit embarrassed about how she'd made such a fuss of the baby. Fortunately Tessa arrived to take them to their destination before a petty argument could flare up over the fact that they weren't wearing their uniforms, a question which had already been discussed at length.

She opened a portal and the eight of them stepped through to Grey Arnolde's office at the NCS Headquarters in Washington. Leaving Will, Warren and Layla there, she opened another portal to take the others to the filing room three floors down.

Will flew up to the top cabinets near the ceiling and carefully unlatched and pulled open the heavy metal doors. Grabbing the nearest steel box, he brought it down to the carpeted floor and pried off its lid to reveal a thick sheet of ice covering the sealed file box inside it.

* * *

_**The previous morning**_

"What do you think of my new top secret storage?" Arnolde asked Tessa as they stepped out of her portal into his office at the NCS HQ. He gestured to a set of cabinets right near the ceiling which looked like a row of miniature bank vaults.

Tessa had worked out, from the behavior of his other minions who were genuinely under mind control, that this sort of question was basically fishing for compliments. She answered dutifully as she looked up, "It looks very sturdy and secure up there, sir. Just the thing a man in your position needs."

He seemed pleased with her response. "Those cabinet doors are so heavy they don't need any sort of lock," he went on confidently. "Anyone trying to climb up there on a ladder would lose their balance just trying to open them. And even if they could get the file boxes down, each one is sealed with a thick slab of ice."

"A wise precaution, sir."

Tessa fought very hard to keep a neutral expression. This was just too perfect for words. Surely, somewhere in those files there would be some answers to what he was planning, and probably also some incriminating evidence of what he'd done. She would even have the ideal opportunity to get the gang there to investigate – earlier that morning he'd told her that he would be spending the whole of the next day in meetings at the HQ, so she would have the day free once she'd brought him there first thing in the morning.

She could hardly wait to tell the others.

* * *

_**Present**_

Warren heated up the ice just enough to turn it to slush and then Will, who could handle cold temperatures better, reached in and took out the sealed file box. Warren and Layla worked on opening the catch to unseal it while Will flew up to bring down another box. They started going through the files as Tessa returned from taking Zach, Magenta, Ethan and Denise to the filing room.

"Any idea what exactly we're looking for?" Warren asked Tessa. "Or should we just try under 'E' for Evil Scheme?"

Her response was cut off by a voice from nowhere.

"And what have we here?"

Arnolde appeared out of thin air, along with another NCS employee, the guy from the Maxville branch who could turn himself and whoever touched him invisible.

Scrambling like guilty children to hide the evidence, the heroes quickly piled the files back into the file box, sealed it and slid it back into the slush, which Layla quickly refroze with a few drops of liquid nitrogen from a canteen from her backpack.

When they looked up after replacing the lid, it was to see Arnolde with a gun at Tessa's head.

_**

* * *

**_

The previous afternoon

Tessa looked around at the unimpressed and, in some cases, mildly condescending expressions of the gang with disappointment. She'd been so excited to share her information that she hadn't been able to wait for the evening, so she'd gathered them while she was on her lunch break. And now, after all that, they didn't seem to share her enthusiasm.

"What, do you think it's a trap or something?" she asked hesitantly.

"Of course it's a trap," replied Warren in a matter-of-fact tone.

"But, but if it's a trap, then that must mean he knows I'm not really under mind control," Tessa said in dismay. "I'm so sorry, I must have given myself away. I'm really really sorry, guys."

Layla gave her a hug. "It's okay, sweetie. It's almost impossible to keep up that sort of act for long."

"But what are we going to do about the trap then?"

Warren smirked. "We're going to walk right into it."

_**

* * *

**_

Present

"Nice try," Arnolde sneered. "I know what you were up to."

The heroes put on appropriate expressions of guilt and shock at being caught out. As they'd discussed the previous day, the important thing was to lead Arnolde to believe that he was winning.

Of course, it wasn't all that difficult to pretend fear at the sight of the gun pointed at Tessa.

"Open a portal to the gym in the basement," Arnolde ordered her. "And no funny business."

Tessa looked fearfully at Will and he nodded gravely. "Do as he says."

She opened the portal and Arnolde waved them all through with the gun still at Tessa's head. They found themselves in a large room that looked like it might have been a gym once, but it now reminded Will and Warren a lot of the force field room they'd been imprisoned in under the Metrocity Hospital. There were a number of columns that looked awfully familiar, along with an even more complicated control panel on the wall.

As soon as they were all through the portal, Arnolde flipped a switch on the control panel. "Just in case you feel like trying something heroic," he sneered, which suggested that he'd just activated a neutralization field on the area. Warren tried to power up, just to check, and he quickly confirmed that suspicion. The heroes shared a grim look.

"Got your own private jail down here?" Will asked their captor as he herded them into the space between a hexagon of columns.

"This is nothing personal, you understand," Arnolde replied calmly as he pushed some more buttons on the control panel, which activated the force fields between the columns. "But I cannot have you people interfering any longer. As of now, you have become the unfortunate victims of war."

" 'Unfortunate victims'?" repeated Warren.

" 'Of war'?" added Layla.

He ignored the interruption. "For the good of society as a whole, you will shortly be meeting with a tragic accident, along with your little friends when they arrive."

The four heroes shared glances that over-emphasized concern, and Will said valiantly, "They didn't come on this mission. It's just us."

"You know, that's touching, trying to cover for them like that," Arnolde replied sarcastically. "But don't forget I was in my office when you arrived so I know that they came here." He walked right up to the force field and looked at Tessa. "Where did you take them? They're going to be found sooner or later so if you want to spare the lot of you some unnecessary pain, you might as well tell me.

Tessa swallowed hard, her scared expression not needing much acting at that point. She was wishing that she knew whether or not the others had completed their part in the plan when she heard Magenta's voice on the comm, _'We're done here, you can tell him where we are.'_

"They're in the filing room on the eighth floor," she confessed hesitantly.

He gave a smile that had nothing to do with humor. "See? That wasn't so hard." With that he turned on his heel and walked out of the gym's main entrance, closing the door with a bang as he left.

"Now what?" asked Tessa, hoping she'd done the right thing by giving up her friends.

"Now we wait," replied Warren. "And don't touch the force fields."

After a few minutes, Arnolde returned with the Chief Director in tow and some droids escorting the four prisoners. He offered the official head of the NCS a seat and dismissed the droids. In a moment Zach, Magenta, Denise and Ethan were safely in the force field cell with the others.

"I hope you don't mind the audience, but I just _had_ to share my moment of triumph with someone," he said nastily, "Even though he's under mind control, it's still good for the ego."

Arnolde started walking up and down in front of their cell, obviously enjoying himself thoroughly and wanting to spin it out as long as possible. "This is fabulous. It worked even better than I imagined. You people think you're so clever, but now I have you all. Well, not quite _all_, but I'll deal with the grieving widow Stronghold later."

Warren caught Will's eye and motioned with his head towards the Chief Director.

Caught up in his own brilliance, Arnolde didn't seem to notice that his 'witness' was cautiously looking around in confusion, blinking slowly as if awakening from a long sleep…

_**

* * *

**_

Fifteen minutes earlier

Ethan and Denise got to work as soon as Tessa left them in the filing room along with Magenta and Zach, but even so it took over five minutes to get the grating off the ventilation shaft on the wall. Twice they had to hide when someone came into the room to find a file. In the end, when they still couldn't get the screws undone, Denise used her powers to transmutate the steel grating into mercury which then simply flowed out of the way. As soon as the air duct was clear, she transmutated the mercury, which was poisonous, back into a shapeless – and safe – blob of steel.

The next step was to toss two gas grenades into the duct, which quickly released a concentrated cloud of the antidote into the building's ventilation system. For the past couple of weeks Denise and Ethan had been working on an aerosol version of the antidote, and it seemed that inhaling it was every bit as effective as an injection, if a little slower. Denise wished she'd thought of that before, when they'd had to inoculate the whole of Maxville.

With their task completed, the two of them went over to where Magenta was just closing her laptop.

"You finished?" asked Ethan.

_**

* * *

**_

Present

The first thing the Chief Director heard after the antidote took effect was Arnolde effectively making a full confession.

"You people just don't understand. You question my methods, you no doubt feel it's unethical to place half of the NCS under mind control and use super-villains to make my point, but it's all for the good of humanity as a whole."

"What about the 'good' of the citizens who've been endangered while you've been 'making your point'?" Warren challenged.

"For the good of society, its stability and its security, some sacrifices must be made," Arnolde replied earnestly.

"So you admit that you released super-villains from prison, equipped them with de-neutralizers made by another super-villain, and sent them out to cause murder and mayhem in the society that you claim to be trying to help?" said Will.

"I did what I had to do," he answered evenly. "And I will continue to make sacrifices for the greater good. You have to look at the big picture. What are the lives of a few citizens – and a handful of meddling heroes – compared to the millions of people all over the country, and the world, who will now be safe? The Protector 5.0 droids are the only way that we will ever win the war against crime and villainy."

"Okay, so you've got your droids being the big heroes. What have you been trying to organize the past couple of weeks with all your high power meetings?"

Arnolde gave Tessa a glare and she said bravely, "If you're going to kill us, you might as well tell us."

"Very well. I believe that the droids will be most effective as our defense against evil if they have authority to use lethal force. That is the main thing I've been lobbying for, among some other more minor issues, and you should be impressed that I've been doing it the conventional way instead of simply using mind control."

Warren was considering asking him why he'd gone the more ethical route there, when that sort of thing hadn't bothered him with the rest of his scheme, but then he decided that it didn't really matter.

He didn't get a chance anyway, because Arnolde announced, "Well, then, now that you know everything you wanted, it's time for you to die."

Having heard enough, the Chief Director stood up to put a stop to it, just as the door of the gym was blown off its hinges. Five droids marched into the room, followed by most of the other Directors and some other NCS officials. And they all looked furious.

_**

* * *

**_

Ten _**minutes earlier**_

'_Open a portal to the gym in the basement. And no funny business.'_

Magenta and Zach shared a brief glance as they heard Arnolde give the order over the comm.

"They have a gym in the basement here?" asked Zach quietly.

"Apparently," replied Maj, already working on tapping into the building's security camera system. "And could you focus on watching my back rather than over my shoulder?"

"Uh, sorry."

He moved a few paces back to his previous position, where he could keep an eye on both the door and his teammates, and he held his stun ray ready. Unlike the one he'd used as a decoy for Royal Pain, this weapon actually worked, as he'd discovered the previous evening when he accidentally shot himself in the foot. Literally.

Of course, the stun ray was only supposed to be a last resort, and his primary function was to act as the look-out. He'd handled that perfectly well on both occasions that someone had come in to the filing room, and the four of them had managed to hide in time.

In a few minutes Magenta patched the feed from the security camera in the gym to every television screen, monitor and computer screen in the building. She closed her laptop as Ethan and Denise came over to them.

"You finished?" asked Ethan.

"Yup," Zach answered while Magenta nodded and stowed her laptop in one of the filing cabinets, underneath a pile of papers. Just as they heard Arnolde ask Tessa, _'Where did you take them?_'

Magenta activated her comm and said, "We're done here, you can tell him where we are."

"So, now it's just a question of waiting to get captured," said Denise, and the four of them each opened the nearest drawer and started pretending to look through files.

Zach sighed over-dramatically. "You know, I don't think I like this part of the plan."

_**

* * *

**_

Present

"What the?" asked Arnolde as he spun around in confusion.

"So now we know what you've been up to!" exclaimed one of the Directors in righteous anger.

"What? How?"

Without a word, an NCS official turned the PC tablet he'd been holding to show Arnolde the security camera feed.

Arnolde turned furiously to the imprisoned heroes, and Denise and Magenta waved back sweetly. Before he could do anything, two of the droids came up to him and grabbed his hands.

"Grey Arnolde, you are under arrest," said one of them.

"You can't arrest me!" he argued. "I'm your leader. I'm helping you to save the world."

"You have intentionally caused harm to both your colleagues and members of the public," replied the other. "You are a criminal. We no longer accept your authority."

Arnolde looked around at the assembled crowd and sighed. "Very well, I'll go quietly," he said with sudden calmness. "My work here is done, even though I didn't manage to get the authorization for lethal force. Maybe my methods were extreme, but I know that I've succeeded in making the world a safer place."

One of the other droids released the heroes from their force field cell, and they shared relieved glances. Arnolde noticed, and he added unpleasantly, "What are you lot looking so smug about anyway? You think things are going to go back to the way they were before, don't you? Haven't you noticed – nobody wants to be saved by old-fashioned superheroes any longer. Look who's saving the world nowadays."

He gave a nasty smirk. "The citizens don't need you lot anymore."

_**

* * *

**_

**A/N: **_As you can see, I've tried something new for this chapter. I felt that it might be a bit predictable if I used a normal linear narrative, hence the flashbacks. Please let me know if you think it worked, or if it was just unnecessarily confusing._


	19. Mission Accomplished?

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

_**A/N: **__**Thanks to all my reviewers, as always, and thank you for the feedback on my experiment in the last chapter. Only a few more chapters to go, folks!**_

* * *

**Chapter ****19: Mission Accomplished? **

It took the rest of the day to bring the Directors up to date with what had been happening while they were under Arnolde's influence, and help them to piece together the bits they were starting to remember. After that, the big question was, what next?

Arnolde's parting shot had been painfully accurate. He had done such a good job of discrediting superheroes that the public weren't likely to start trusting them again soon, especially when they had the alternative of the Protector 5.0s. And it wouldn't really help in the long run to publicize the fact that the droids were actually created by a rogue faction of the NCS with the help of a super-villain. That would only serve to make the organization look bad, which wouldn't exactly help public confidence in superheroes in general.

Or, at least, that was how the Directors felt. Will tried to argue that it might be possible for human heroes to re-earn the citizens' respect in time, but the truth was that superheroes just couldn't compete with their mechanical counterparts when it came to successfully saving the day.

If it could be proved that the droids were faulty or had some evil agenda programmed into them, then it would be a different story. But after both Royal Pain's confession and the way that they considered even Arnolde to not be above the law, there was no denying that the droids had a good grasp of right and wrong.

So Arnolde had been right. Things weren't going to go back to the way that they were before. And now that the real danger of mind-controlled minions and super-villains was over, the gang had no real alternative but to accept it.

* * *

The doorbell rang one morning a couple of weeks later, while Warren was reading a book on the couch and Layla was at work. It turned out to be Ethan with a bundle of papers.

He was barely in the door before he started. "You see, I've had some spare time on my hands lately, even though I'm still working on level 4a, of course, but I was really curious about what your father said about the progeny of fire elementals so I did some historical research, and–"

"Did Layla put you up to this?" Warren asked mildly as he gestured to Ethan that he could put his stuff down on the living room table.

"No, no," Ethan assured him as they sat down. "Like I said, I was interested on my own behalf, but then I thought you might like to know a bit about it?"

"A little," he replied with forced casualness. Even after so many years of friendship, he still wasn't very good with sharing private issues.

As he'd expected, that was sufficient reaction for Ethan to launch into a detailed report, in which Warren understood about one word in twenty. After a few minutes, he had to interrupt. "Uh, could I have the highlights only, please?"

"Sorry." Ethan looked a bit embarrassed, and then he went on, "Basically, your father was telling the truth. Even when one of these fire elementals had children with another pyro, they only had two of the fire powers maximum. The others, who married people with completely different powers or no powers at all, had children with only one pyro power – the most common one, pyrokinesis, and they were often much weaker."

That was exactly the answer Warren had hoped for. Of course, he still had his other issues, but this knowledge was really encouraging.

Ethan, meanwhile was still babbling. "So, um, that means, you and Layla don't need to worry about that sort of thing … uh, if you were worried at all or even thinking about children or… not that it's any of my business, of course…"

As he got more and more flustered, Warren fought hard to keep a straight face. For a while he was tempted to make some sort of smart response, but he was feeling too generous towards his friend for sharing that information with him so he put him out of his misery.

"Ethan?"

"Yeah?" he said uncertainly.

Warren smiled. "Nice work. Thanks."

* * *

While level 4a would remain the same, as super-powered people would still need medical attention, there was no longer any need to train superheroes so there wasn't space in the budget for Sky High. That meant that the school had no alternative but to close. Without the government funding from the NCS, there was no way the parents would be able to afford the school fees, which were pretty high as it was already.

So, at the end of the month, the equipment was all removed and the students cleared out their lockers for the last time. The floating school platform was placed in underground storage at Area 51, a facility which actually had nothing to do with aliens. That was merely a cover story for a top-secret superhero research and development center.

A large crowd of Sky High alumni were there on the day that Will, along with some other fliers such as his mother, carefully lowered the school into a massive underground storage chamber. The chamber was sealed and then covered with desert sand by two geokinetics, as superheroes dressed in all manner of colors and styles silently stood watch. Afterwards, it turned into a bittersweet high school reunion as old classmates caught up and discussed what would be happening next.

Watching from the sidelines, Warren caught snatches of conversation. Current students like his cousin Nicola and her friend Meredith were discussing the new school they would be going to. Nearby, Mr. Medulla was telling some other teachers that he'd managed to get a research position at Area 51, although even that might not last long with the way things were going. Boomer was whining that he couldn't understand why he hadn't been successful in finding another gym teacher job, while Principal Powers and Mr. Boy were at a loss as to what they were going to do now.

Warren could sympathize with that situation, particularly considering he was facing it himself. While most other heroes could simply make their cover job into a real one, he had been made redundant in his job as a firefighter as well as in herowork by the droids. Layla, of course, considered this to be an excellent time to start a family, what with all the extra time they had on their hands. He knew she was trying very hard to be patient with him about his personal issues on that score, but he also knew his reluctance to make a decision was wearing her down a bit.

Will, Layla, Magenta, Zach and Ethan came over to him from where they had been mingling with the crowd, and they were all looking quite grim.

"What's up?" he asked them.

"The public seem to be having a couple of problems with the droids," Will began and Warren raised his eyebrows in query.

"Well, for one thing, they've got, like, no sense of humor!" Zach exclaimed. "I mean, I heard that some college students in California pulled this hilarious prank and they all got arrested, even though no one got hurt and there wasn't any real damage."

"From what I heard, they're way too keen on arresting people, even for stuff like littering and the slightest traffic offence," Magenta agreed.

"That's not all bad," Layla pointed out. "The only reason why people do that sort of thing is because they know they're not going to get punished for it."

"Yeah, but the trouble is that the 5.0s don't seem to understand the concept of honest mistakes," said Ethan. "There've been some cases were people, who are otherwise law-abiding, have been arrested for making small errors of judgment that don't necessarily make them criminals."

"Apparently, some citizens are a bit freaked out about having the robots on patrol through their streets all the time, but I'm not sure why," Will added.

"Maybe they think it's an invasion of privacy," Maj suggested, "Or maybe they're afraid they're going to do something wrong and get arrested for it."

Layla frowned when she heard that. "So they're not afraid of criminals any more, but they're still afraid. That's not much of an improvement."

Will shrugged. "Hey, it's not that bad, guys. It's only a few paranoid people."

"For now," Ethan replied. "But the cynics are predicting that it will turn into that."

"Won't Arnolde be proud," commented Warren dryly. "It will be the safe, secure, ordered society he always wanted."

* * *

One of those points was proved a few days later when Warren and Layla were driving home from the shops. As they drove past a house that was on fire, Warren pulled over.

Layla laid a gentle hand on his arm. "They've got it under control."

"I know," he replied. There were a number of droids freezing the flames with their cryokinetic technology and it appeared to be in no danger of getting worse or spreading. "But there's something… strange about the fire. It feels a bit like it was caused by a pyro, but not quite."

He got out of the car, with Layla in tow, and walked up to the house. There was a woman there arguing hysterically with one of the droids.

"My son is still in there!" she was crying. "Please, you have to help him."

"There is no one in the building," the droid replied, "We have searched. The boy is most likely being sheltered by the neighbors."

"He's in there, I'm telling you," she insisted, but the droid didn't respond.

Warren came up to her and asked, "What's his name?"

The woman looked at him as if she wasn't sure what to make of him, and then answered, "Bobby. But he probably won't answer. He's hiding because he's afraid, because, well…"

"Because it was his fault?" Warren finished gently. Pint-sized pyro, probably powering up for the first time, he thought. That explained a lot of what he sensed about the fire.

"It was an accident!" the woman replied and Warren nodded in understanding before heading towards the house, which was still burning although mostly under control. She continued to Layla, "He only started it, but it flared up like there must have been a gas leak or something."

Then she saw Warren walk straight through the fire, after a short argument with a nearby droid, and she seemed to guess that he had fire powers, and felt safe enough to confess in a whisper, "He made the fire himself. And then he couldn't stop it. That's why he's scared."

"Does anyone else in your family have powers?" Layla asked sympathetically.

"No."

"Has he recently been exposed to a toxic spill? Radiation? Mutant insects?" It wasn't really important, but she just wanted to keep the woman talking and keep her mind on something concrete rather than worrying where her child was.

"Uh, he was bitten by a strange bug yesterday. I wanted to take him to the doctor, but he said he was fine." She started to cry again. "But he's not so fine now!"

"He'll be okay," Layla reassured her, giving her a hug. "Pyros are all immune to fire."

"Do _you_ have children?" the woman asked suddenly. "Do you have _any_ idea what this is like?"

"No, I don't, but I have a reckless-heroism-prone husband, so I think I have some idea."

* * *

Warren strode up to the house. He was almost there when a droid challenged him with a hand on his shoulder.

"Do not enter the building, it is still dangerous for humans."

"Yeah, so it's even more dangerous for a little boy," snapped Warren without looking at it. Even though the kid should be immune to fire as a pyro, he possibly didn't know that, so he'd be terrified just the same as if he wasn't.

"I cannot permit you to pass or you will be harmed by the fire," came the mechanical voice in response.

"You know who I am, so you know I won't be harmed by it," said Warren, making eye contact for the first time so that the 5.0 could do a retinal scan.

If the robot could have sounded surprised, it probably would have. "Warren Peace. Our records state that you are not currently in possession of your fire-related powers."

"Yeah well, your records need updating then." With that he shrugged its hand off his shoulder and went into the house, walking straight through some flames to prove his point.

He started to search through the house, reflecting that the droids had probably walked right past the kid while he kept hidden, because he was more scared of them than he was of the fire.

In the kitchen he froze, thinking he heard something other than the droids' efforts to put out the fire. There were also some groceries on the counter that looked like they'd been hastily unpacked from a kitchen cupboard.

"Bobby?" he called. "You're not in trouble, you know."

"Yes I am," said a small voice a bit above his eye level. The kid could obviously get into the high-level cupboards, and he'd figured the droids wouldn't look for him there.

Warren opened the cupboard door nearest to where he heard the voice. Inside was a boy of about six, although it was hard to tell from the way he'd folded himself up to fit in the cupboard.

"Hey, kid. Your mom's really worried about you."

"I'm sorry," said Bobby, looking like he'd been crying a lot. "It's all my fault."

"It was a mistake," Warren reassured him. "It could happen to anyone. Well, anyone with pyro powers."

"What do _you_ know?"

Warren lit one finger. "You'll be surprised."

"Did you burn down your house too?"

"Uh, no." But that was only because he came from a family of pyros so his house had been fireproofed long before he ever got his powers. "Though, I _did_ manage to scare the neighbor's stupid cat almost to death."

The boy gave a weak smile.

"But I learnt to control it in the end, and so will you." He held out his hands. "So, how about you get out of there, huh? It looks uncomfortable."

For a moment it looked like Bobby would refuse to budge, but then he nodded. "Yeah, it's really uncomfy."

With a bit of difficulty the boy managed to get out of the cupboard and Warren carried him out of the house in his arms. Bobby's mother ran towards them and Warren was about to give him to her when a droid intervened.

"Hand over the child. He is under arrest."

"For what?"

"Arson." Evidently the droids had overheard what they had said about it being Bobby's fault.

"He's a kid, Robo-cop," Warren replied. "It was an accident."

Layla jumped in. "There was a gas leak."

"See? Mechanical failure. It happens."

"The child is under arrest," the droid repeated. It raised its hand with two fingers outstretched, aimed at the boy. As it fired its immobilizing ray, Warren swung around to protect Bobby and took the brunt of the beam square in his back. He staggered a bit, grateful that the robot had evidently used a weaker blast, intended for the boy. Even with his pyro invulnerability he wouldn't have been able to take the ray at full-strength, and as it was he didn't think he'd be able to take another hit.

"I said it was a mechanical fault," he told the droid firmly. "The child is not guilty of any crime. Why don't you go and do something useful, like finding some real criminals?"

The 5.0 seemed to think this over and then it said, "Warren Peace, your insolence has been noted."

Which was evidently supposed to be some sort of I'm-letting-you-off-with-a-warning-but-only-this-time threat.

The droid went back to assisting the others with the last of the fire and Warren handed Bobby back to his grateful mother, who had been watching the exchange with huge eyes.

"Say 'thank you'," she managed to tell her son.

"Thank you," said Bobby obediently. "But that wasn't really true. I _did_ start the fire."

Warren shook his head. "But your mom could have put out the fire you started with an extinguisher. It only got so bad because of the gas leak. Besides, these metalheads don't understand what it means to make mistakes."

"Can you teach me how to do it properly?" the boy asked hopefully.

"Sure. If it's okay with your mom." She was looking a bit shell-shocked, and he wasn't sure that she really wanted him around her impressionable child.

But the woman exclaimed, "Of course it is!"

Layla wrote Warren's number on the back of her shopping list and handed it to the woman who thanked her and said with a nod in Warren's direction, "One day, your kids will be really lucky to have a dad like him."

She went off with Bobby in her arms and was soon surrounded by concerned neighbors offering their assistance in any way possible. Warren just looked after her.

"Thanks," he said softly, really touched. He could only hope it was true.


	20. Excessive Force

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

* * *

**Chapter 20: Excessive Force**

Brett Simmonds knew he was mentally cheering for the wrong side, but he just couldn't help enjoying the sight, in a somewhat vindictive sort of way.

He was waiting in the queue at the bank when a group of five electrokinetic villains burst into the building and fried the security cameras and all of the tellers' computers. Then two of them went to the vault and, using their powers, began working on its digital combination lock.

That in itself wasn't anything to get excited about. The interesting part came when a Protector 5.0 droid arrived. The remaining three villains, joined by a further twenty or so electrokinetics that suddenly appeared out of the crowd at the bank, encircled the droid and directed bolts of their electricity at it. This seemed to overload its circuits or something, because it was completely immobilized.

It was really quite… satisfying to find that the public's beloved Protectors weren't quite so perfect after all, thought Brett, but there was also something a little weird about the bank robbers themselves.

He knew he wasn't _that_ clued up on superpower stats but his interest in superhero comics meant that he knew more than most people realized. And he was pretty sure that having so many electrokinetics was _not_ normal. It was definitely one of the rarer powers.

Then he remembered reading in _The Daily Earth_, just after he'd returned to Metrocity a month ago, about an accident involving nuclear waste at a nearby power plant. The authorities had claimed that no one had been injured but it now looked like the incident may have had another effect entirely, resulting in a large group of first-generation electrokinetics. And it probably wouldn't take much for a smooth-talking villain to convince them that they wouldn't be getting any worker's compensation, so their only alternative would be to turn to a life of crime. At least, that was how it happened in Silver-Tongue #35, so the theory wasn't _that_ far-fetched. On the other hand, there was always the possibility of some form of mind control, blackmail or just plain greed.

Either way, the immobilized droid seemed to have taken all the electrokinetic power it could handle, and it collapsed in a heap of metal and components. When another droid arrived it quickly met the same fate.

The heist gang's triumph didn't last long, though. Evidently the electrokinetics needed to be in a strong majority to be able to overcome a droid with their powers. As soon as there were five droids on the scene, the villains couldn't produce enough electrokinetic energy to take care of all of them at the same time. The two villains working at the vault hadn't managed to open it in time, and soon they were all arrested.

In a way, it was almost a bit of an anti-climax.

* * *

Brett wasn't the only one who privately enjoyed the droids' temporary defeat. Thanks to a tip-off from Layla's cousin Bradley, she and Warren were watching a report on the incident on Metrocity Late News that night.

"I know I shouldn't be happy to see the villains winning," Layla said as they saw the droid collapse. "It's really petty, isn't it?"

"Nope, it's completely justified," Warren replied with a smirk and she gave him a playful shove.

The news camera focused on the destroyed 5.0 for a few seconds before another droid stepped into the frame, turned to the camera and zapped it.

"Ooh, touchy," Warren remarked as the screen turned to static for a few seconds before the reporter came back on.

"Well, they probably don't want other people getting ideas about how to defeat them," said Layla.

"Mmm," he responded, and then frowned at what the reporter was saying next.

'_A __droid stated after the incident that steps will be taken to prevent a situation of this kind from happening again. There have been a variety of rumors about what form these measures will take, but the most common one involves the construction of a city-wide superpower neutralization zone, fueled by the fact that droids have been spotted building field emitters around the outskirts of Metrocity.'_

Warren and Layla shared a concerned glance. This entire situation was getting out of hand.

Their troubled thoughts were disturbed by both their cell phones receiving an emergency text message at the same time. That only happened when one of the Guardians activated their alarm button.

"It's Will," reported Layla, who got to her phone first. "The GPS coordinates are for their home."

In less than five minutes, they were at the Strongholds' house. They arrived at the same time as Zach, Ethan and Magenta, while Tessa was already there, looking confused and scared.

Warren was about to ask what had happened, but the evidence spoke for itself. There was a broken window and the house was in a mess. Three men were lying on the carpet, unconscious, one showing signs of his clothes being burnt and the other two had obviously met with Will's fists. Near the burglars were their firearms and the tools of their trade.

There were also five droids there, in the process of placing handcuffs on the unconscious intruders, but that wasn't all. The droids were also arresting Will and Kate, both of whom had been neutralized with bracelets and were objecting loudly.

Another droid appeared to be reaching for Matthew, possibly because he was crying, but Layla intercepted and picked up the baby. While she tried to comfort him, Magenta decided to find out what was going on.

"What do you think you're doing?" she snapped at the droid who was starting to frog-march Will and Kate from the house. "They're the victims here, not the criminals."

"They are under arrest for use of excessive force," replied the droid.

"It was self defense!" Kate exploded. "And it's not like they're dead or even seriously hurt."

"The extent of their injury is irrelevant."

"We have a right to protect our family!" Will protested.

The droid looked at him and responded with infuriating calmness. "That is no longer your responsibility."

Warren stood in their path to the door. "Yeah? Well, where were you when you were needed then?" he demanded.

"Warren Peace, your insubordinate attitude has been previously noted. If you continue to obstruct the ends of justice, you will be arrested too."

After a moment's standoff, Will ordered quietly. "Back off, Warren. That won't help anything."

Warren complied reluctantly, but only because he wouldn't be able to get his friends out of this mess if he was taken into custody with them. He stepped aside, and growled as they passed, "This is _not_ over."

Kate, who had been desperately looking back at her son in Layla's arms, was suddenly jerked forward by the droid and she almost tripped.

"He'll be okay," Layla tried to reassure her. "You'll have him back before you know it."

"I don't believe this," said Ethan, speaking for the first time as the droids flew off with Will and Kate. "The droids are acting way beyond their original parameters."

"What are we going to do?" asked Tessa.

"It's too late to do anything now," answered Warren. It was almost midnight. "But first thing tomorrow morning I want you to take me to the NCS headquarters."

"You gonna try pulling some strings?" asked Magenta.

"Yeah, get them to kick some metallic butt back into line," muttered Zach.

"In the meantime, I think we should all go home and try to get some sleep," Layla suggested, still trying to get Matthew to calm down.

Magenta looked at her. "Are you guys going to be all right with the baby?"

"Sure," Layla answered, a little too quickly. "He knows me so it should be fine."

She put him in his carrycot and quickly collected the things they would need. She'd been to visit Kate often enough in the past month to be able to find the baby bag, bottles, diapers and clothing quite easily despite the mess that the house was in.

When they got the baby home, Warren knew that he'd had never been so grateful that his apartment had been soundproofed according to NCS regulations as well as fireproofed. Who knew something so small could make so much noise?

Layla tried every trick she'd picked up from both Kate and various books she'd read, but nothing would get him to settle down. Of course, after all the disruption, it was hardly surprising that he was so distressed, and the fact that the two adults were pretty tense as well didn't help things much either. Finally she handed him to Warren for a moment, and to their surprise Matthew relaxed almost immediately. Maybe Warren's high temperature reminded him of being in his mother's arms, even though Kate didn't radiate heat nearly as much as Warren did, but whatever it was, it seemed to calm him down.

For a brief moment, Layla was jealous that Matthew preferred Warren to her, but then she almost kicked herself for being so childish. This was actually the best thing that could have happened. If Warren needed proof of what kind of parent material he was, it was staring him in the face.

"See? This whole baby business isn't that hard," she said. Despite everything, she couldn't help smiling at the sight of the baby so comfortably asleep in Warren's arms. "Looks like you're a natural."

With his eyes still on Matthew, Warren responded with a sheepish little smile that, she'd learnt a while ago, meant he was giving in but wasn't prepared to admit it yet.

Then his expression darkened as he looked up. "Pity about the circumstances that led to this little baby-sitting experience, though."

Her cheerful mood evaporated too. "Yeah," she replied softly. "Do you think that the Chief Director can help?"

"He'd better," he answered. "After all, he owes us a favor."

She nodded. The head of the NCS could get Will and Kate off the hook even though the droids were convinced they were guilty. Couldn't he?

* * *

Early the next morning Warren phoned Tessa to take him to the NCS headquarters in Washington. At 9 o'clock local time he was waiting at the office of George Spelvin, the Chief Director, trying very hard to be patient. He'd even dressed up for the occasion, to the point of a jacket and tie, but that didn't mean he was above threatening to torch the receptionist's desk unless he got to see Spelvin _immediately_.

That got a reaction. It always did.

But when he entered the Director's office, it seemed that Spelvin had the wrong idea about the reason for his visit. Before Warren could say anything, he said, "I can imagine how you feel about the neutralization zone across Metrocity, but let me assure you–"

"Actually, we'll get to that later. I have a more urgent issue," Warren interrupted and the Director blinked in surprise. "Last night the droids arrested William and Katherine Stronghold for excessive use of force. It was obviously a case of self-defense and their so-called victims weren't even seriously hurt."

He reflected that his friends had actually been quite restrained. If it had been _him_, the intruders might have been _severely_ harmed. He went on, still trying to be polite, "So I need you to authorize their release."

"I'm sorry to hear that, Mr. Peace," Spelvin replied after a moment, "But I don't know if I can help your friends."

"You know, if it wasn't for _my friends_ and the rest of our team, you'd still be Arnolde's puppet," Warren reminded him a bit impatiently. "Don't you think you owe them one for that?"

"I'm fully aware of that, but there's a limit to what I can do. As much as I wish I could simply order the droids to acquit Mr. and Mrs. Stronghold, the problem is that the droids no longer accept my authority."

"What? Why not?" Warren was stunned. If they weren't accepting Spelvin's authority any more…

"I refused to authorize them to use lethal force. I suggested they take it up with the President, and that's probably the best suggestion I can give you too."

Warren was getting tired of the man's apparent apathy. He really seemed to have given up and accepted the inevitable as far as the droids' actions was concerned. "Fine. Could you at least get me an appointment at the White House? Like, before I stop being polite?"

Spelvin gave a sigh and nodded, picking up the red phone on his desk. "Mr. President?"

* * *

Less than ten minutes later Warren walked into the Oval Office. It probably should have been a grand moment for him, but at that point he had other things to be concerned about. The Vice President, Joint Chiefs and some other senior advisors were there too, evidently in the middle of a meeting, but Warren really didn't care.

He'd just finished explaining what had happened when the door opened and three droids walked in. Two of them waited on either side of the door while the third, ignoring everyone else in the office, went up to the President.

"Mr. President, have you reached a decision?"

"I have," he replied. "I will not authorize the use of lethal force without the approval of the people of this country. Therefore, it will be–"

"The people of this country do not know what is best for them," the droid cut him off.

"And you do?" Warren challenged.

The droid seemed to notice him for the first time. "Yes, we do," it replied simply and then turned back to the President. "Therefore we are relieving you of command. This country is no longer your responsibility."

"Wh- What?" stammered the President. "You can't do that."

His objection went completely unnoticed.

"As of now, the Protector 5.0 droids are authorized to use lethal force for the good of society," the droid continued. "We will begin shortly with incarcerated super-villains and other felons."


	21. Checkmate

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

**

* * *

**

Chapter 21: **Checkmate **

'_As of now, the Protector 5.0 droids are authorized to use lethal force for the good of society,'_ came the droid's voice over the comm. _'We will begin shortly with incarcerated super-villains and other felons.'_

In the Guardians' headquarters Layla, Ethan, Denise, Magenta and Zach looked at one another in alarm. Even Matthew, sitting on Layla's lap, seemed to sense that something was wrong, and he looked like he was about to start crying. Layla tried to comfort him, the only sound in the room.

"This is insane," whispered Denise. "What are we going to do?"

"Well, they seem to be vulnerable to huge amounts of electricity. So how about we find some way to zap them with a few million volts each?" Zach suggested.

"The trouble is, we'd need to hit every single one at the same time," Ethan pointed out. "Any droids that weren't affected would attack whatever device we're using to deliver the shock. Plus, we don't have time to construct such a device. We need a solution _now_."

"We could dissolve them in Phyto's sap," Layla offered. "That's something else they're not immune to."

Ethan shook his head. "Again, we'd need to get them all at the same time. Also, the sap is quite slow-acting, so they might have time to find a way to combat it before they're totally destroyed."

"We need to find the kill-switch for those robots," said Magenta, staring blankly at the floor.

"I thought you looked for that before and didn't find one," Denise responded.

"Plus, wouldn't we still have to switch each one off one at a time?" asked Zach.

Magenta looked up. "No, I don't mean an actual _switch_ as such. I mean a command of some sort that would shut them all down at the same time."

"But how are you going to find it?" asked Layla. "It can't be safe to go down to Royal Pain's lair anymore. They'll know you're trying to re-program them or something like last time."

"They're not down there anymore. Apparently they've taken over a number of factories and warehouses in downtown Maxville that they seem to be using as their HQ and production facility."

"That doesn't mean they're not using Royal Pain's lair as well," Zach objected.

"We don't have time to just sit here and over-analyze the risks," Maj replied, getting impatient.

"Is it worth it, though?" asked Ethan, concerned. "Do you think you've got a reasonable chance of finding what we need?"

"I really hope so," she answered with a sigh. "But I'm going to need a little help from a… friend."

* * *

It was a lot easier than they expected to get Royal Pain out of her high security ward on level 4a, where she was recovering from the surgery to remove her from her battlesuit. All they had to do was claim that they were taking her back to the Ultra-Max, sign the transfer papers and carefully exchange the Hospital's neutralizing bracelet for one of theirs.

As they drove off from the Hospital, Magenta mused privately that without the battlesuit, it was easier to think of her as 'Gwen' than 'Royal Pain'. She practically looked like a normal person again, with only some light scarring down the back of her neck, which was just visible above the collar of her hospital overalls. She probably wouldn't be wearing skimpy tops or swimsuits any time soon, but then again, as a convicted criminal she wasn't likely to be doing that anyway.

With Tessa in Washington in case Warren needed further transport, they would have to get to the underground lair by more conventional means this time, but that didn't mean that they had to go the long way, like the droid they'd tracked. Magenta pulled up outside the old Grayson residence and Zach, who was in the backseat with the villain, made a big show of loading his crossbow with a dart.

Gwen stared at the crossbow and then narrowed her eyes in recognition, evidently remembering at least that much from when she was under mind control.

Magenta made the most of the moment. "It's very simple, Gwen," she explained sweetly. "Unless you want to get zapped with the mind control drug again, you'll cooperate completely. Either way, we'll get what we want from you. It's your choice."

Gwen gave her a condescending look. "Doesn't the word 'antidote' mean anything to you?" she asked sarcastically, but there was an uncertain edge to her voice that suggested she wasn't completely sure about it.

"Yeah, it means what you had was an _antidote_ only, not a vaccine," Maj lied smoothly, mirroring her tone and expression. Once again the bluff worked.

"Fine." Gwen scowled and looked out the window. "I suppose you want me to take you to my secret lair the easy way."

"Well, well. It looks like she's a genius after all," Zach jeered as Magenta leaned back to remove the villain's neutralizer. She would probably need her powers to get them to the lair.

Gwen muttered something that sounded like 'Lunatic' as they got out of the car and went up to the house, keeping an eye out for patrolling droids. Before they got to the front door, however, Gwen bent down and moved some overgrown plants aside. She lifted a paving stone and placed her palm on what seemed like blank concrete, but actually turned out to be a hidden biometric sensor. A moment later they heard a deep groan of large machinery moving inside the house.

When they opened the front door which was now unlocked, they stepped into a hallway that the NCS agents definitely did not see when they investigated the place all those years ago. It was, in fact, an elevator of sorts. Gwen placed her other palm on another hidden sensor on the wall, and used her powers to make the 'entrance hall' start sinking into the ground.

As they went down, Magenta explained to her that they needed her help to find a shutdown command for the droids. Gwen didn't say a word until they got to the lair, which was deserted as Magenta had expected, and she switched on the mainframe.

While it was booting up, she finally spoke. "Right, so what's in this for me?"

"Unless we can get the droids shut down, they're going to start executing criminals," Magenta snapped, "And that includes _you_. How's _that_ for motivation?"

* * *

Back at the Guardians' HQ, there was more bad news.

Layla closed her phone and shook her head sadly. "That was Kate's mom," she told the others as she took Matthew back from Denise who'd taken him when Layla's phone rang. "She said that Josie and Steve tried to get Will and Kate released, and it turned ugly. They were arrested too."

"We _really_ need to shut those droids down," Ethan said.

"We also need to warn Warren to behave himself or he could end up the same way," added Denise.

Ethan nodded and switched on the comm.

* * *

Warren acknowledged the warning with a silent nod, even though they wouldn't be able to see him. He hadn't actually been participating in the outraged debate that had erupted after the first stunned silence following the droid's announcement. He could see that the emotional and possibly irrational responses of the President and his advisors were not swaying the droid in the slightest.

All he could do was hope that Magenta could find out how to shut them down.

* * *

"I really don't know what I was doing here," Gwen complained as she worked on her computer under the watchful eye of Zach and his crossbow. "I mean, it's not like I can remember much, and now you people just expect me to be able to instantly find what you need. If it was that easy, you could have found it yourself."

Magenta rolled her eyes from one of the other computers where she was also searching. "Gee, thanks for your confidence in me," she said sarcastically.

"That was _not_ a compliment," Gwen snapped, shooting her a glare, and then she carried on grumbling. "And the irony that _I_ should be helping the _good guys_ fixing up their mistakes – you should really be embarrassed to even ask me. By the way you can see that this whole thing was cooked up by a paranoid madman. Everything is so totally encrypted there's no way I'll be able to find… oh wait, here's something."

"What?" asked Maj eagerly.

Gwen looked up. "The droids are programmed with a shutdown command, but Arnolde is the only one who knows what it is."

"Are you sure it's not there somewhere?"

"Yes, I'm sure, damn it. I'm not stupid, you know. And you could be a little more grateful, because it's more than _you've_ managed to find."

Magenta didn't answer that. Instead she activated her comm and passed on the information to the others, along with her decision to keep looking despite what Gwen had said.

After a few minutes of strained silence, she said, "Uh, good job, by the way."

"Thanks," replied Gwen hesitantly. "And, um, thanks also for organizing Dr. Chaodai to operate on me. They said that she never works on super-villains and she only did it for me because she was asked by a close family friend, so, well, thanks."

"Thank Warren," Magenta shrugged. "It was his friends, Mr. and Mrs. Wu from the Paper Lantern, who know her and he managed to make a case for you. Though, I have to admit, at the time I didn't know why he bothered."

"Me neither. It's not like I'll be needing to look normal in public much for the rest of my life anyway," said Gwen, still trying to look sulky, but she seemed to be almost touched by the effort Warren had gone to for her sake.

* * *

Layla walked down one of the long corridors of Darkham Asylum, wishing she hadn't been so quick to volunteer for this. The walls, floor and ceiling were spotless white but the lights were so dim that it all appeared gray. Her footsteps, and those of the orderly guiding her, echoed in the corridor amid the faint sounds of muffled screams and moans.

As she was ushered into Arnolde's ward, she was quite relieved to see that he was in a straitjacket, which would keep him from being able to use his powers on her, or anyone else for that matter.

"Hello, dear," he greeted her pleasantly, quite out of character for the whole situation. "To what do I owe the pleasure of this visit?"

Layla got straight to the point. "I need the shutdown command for the Protector 5.0 droids."

"And why should I give that to you?"

"Because they're acting beyond their original parameters," she answered, remembering the phrase Ethan had used the previous night. "They've just decided that they're not going to answer to the President anymore, and they've given themselves permission to kill."

Arnolde looked entirely unconcerned. "I fail to see the problem with that."

"They're arresting innocent people!" Layla exclaimed.

"You might _think_ those people are innocent, but if the droids have arrested them, it's for a good reason."

"All they were doing was defending themselves and their loved ones."

"In an unacceptable manner, apparently, if they were arrested for it," he answered.

Layla sighed and tried a completely different tack. "They're starting to execute prisoners. Pretty soon, that's going to mean you too."

"If it is for the good of society, then so be it," he replied serenely. "That, Ms. Williams, is the true nature of heroic self-sacrifice."

She just stared at him, shaking her head. Was there any way to get through to him?

* * *

Meanwhile Warren was also feeling like he was talking to a brick wall. The droid seemed to be willing to participate in debate with the President and Joint Chiefs without threatening to arrest them, however irate they got, so he decided to climb in as well. After all, while he wasn't much use to Will and Kate if he got arrested, he was also not much use to them if he just sat there and said nothing in their defense.

So, when there was a pause in the argument, Warren brought up the topic of Will and his family, finishing with, "Self-defense is legally justified, you know, and it's not like the intruders were seriously harmed."

"Yet it was more violent than the situation required," answered the droid. "And this was not the first occasion that your friend has used more force than was required. Analysis of his records shows that it is too great a risk to allow him to continue operating in this fashion."

"Well, we believe in giving people another chance," stated Warren.

"Yes, that is a human weakness."

"Forgiveness is a weakness?!" he exclaimed.

"You allow people 'another chance' despite the risk that the person will again commit the same or worse criminal act. That is illogical."

'_Great, it's Mr. Spock now,' _muttered Zach on the comm but he was ignored_._

"What about the risk of denying someone the chance to actually be a better person?" Warren argued.

"Statistics show that this is not the case in sufficient instances," replied the droid. "Therefore the risk is unacceptable."

He heard Ethan sigh, _'It's like playing chess with a computer. It's already worked out a dozen counter-moves to any possible move you can make.'_

It was time to stop playing by their rules then, Warren thought. He really, _really_ needed that shutdown code.

* * *

But Layla had no idea how she would be able to get it. Arnolde was still refusing to see her point, and he was trying even harder to convince her that he was right.

"Don't you want your friends' children, and your own, to grow up in a society that is safe?" he asked earnestly.

"If the droids carry on like this, they might not be able to grow up at all," she replied tartly. Last month the droids were about to arrest a _six-year-old_ for arson, when all he did was start a fire by accident." She sighed again and shook her head. "People aren't going to just accept this, you know. They're going to start fighting back, and then the droids are going to be killing people who are actually law-abiding citizens whose only crime was to desire freedom. And, and Will's parents, they were fighting back against the injustice of their son and daughter-in-law being arrested. Lots of other people will do that too."

"It is understandable that there will be those who perceive some of the droids' actions as unjust," Arnolde replied evenly. "But, ultimately, despite what those people think, the droids are programmed to act for the purposes of peace and justice."

"They're going to be killing anyone who stands in the way of that 'peace and justice'," Layla countered, "And in the end, the only humans left on the planet will be cowering in fear, hiding out in isolation. Is that your idea of a safe and peaceful society?"

"That's a grim outlook for someone who's supposed to be an optimist," he observed dryly.

"That _is_ the optimistic forecast," she shot back, and then went on with growing sarcasm, "You want to hear the cynical one? It goes like this. Human population: zero. Oh, and in the last great human-droid war, they pretty much wiped out all the natural resources, so the planet's almost dead. But the droids have a _very peaceful society_."

After a moment's contemplation, Arnolde asked very quietly, "Do you truly believe that could happen or are you just trying to make a point?"

"Judging from what I've seen the past few weeks, I don't think any doomsday scenario is too impossible."

"I don't understand," he murmured, looking more and more horrified as he seemed to think it over. "I don't understand, this is all wrong. This is not how it was supposed to be. It was supposed to be for the good of mankind, not the end of it." He looked up and whispered in dismay, "What have I done?"

For a moment she was tempted to spell out how big a mistake he'd made, but for the first time she actually felt pity for him. He really _had _been trying to save the world; he really _did_ want to help. "You can still fix it," she said more gently than he probably deserved. "Give me the code."

Arnolde nodded sadly. "I'll give it to you, but from what you've said, it's probably too late."

* * *

'_I've got the shutdown code, but there's a catch,' _said Layla over the comm_. 'They will only obey the command if it comes from someone whose authority they accept.'_

Warren closed his eyes as a sense of hopelessness washed over him. He barely heard the rest of the conversation.

'_But they're not accepting any__one's authority anymore, are they?'_ said Zach, sounding as dismayed as Warren felt.

'_It's probably a failsafe, just in case some criminal hacker got hold of the code and tried to use it to get out of trouble,' _put in Magenta.

'_Yeah, that's pretty much what Arnolde said,' _Layla answered.

Warren gave a deep sigh. As he could see from the scene playing out in front of him, there was no way the droids would accept human authority again. They were just too convinced of their own superiority.

"We are programmed to not make mistakes," the droid responded to a question from the Vice President, which pretty much proved Warren's point.

'_Wait a minute,'_ said Ethan, suddenly sounding excited. _'That's not technically possible. They were programmed by a human, at the command of a fanatic. So they are actually just as fallible as the person who created them.'_

'_Ethan, you're a genius!'_ exclaimed Magenta. _'That's absolutely true. Everything they know and understand was programmed into them, according to Arnolde's own warped ideas of right and wrong.'_

With a renewed sense of hope, Warren walked up to the droid. "Newsflash, can-head: you were programmed by a human. How do you know that human didn't make a mistake in your code somewhere?"

This seemed to take the droid by surprise, and for once it didn't have an immediate answer.

Taking advantage, Warren went on intently, "Your entire concept of right and wrong come from a man you recently arrested. You're programmed to _think_ you're flawless, but how do you know you really are?"

There was an extremely long pause, during which the droid remained absolutely motionless.

Finally, it spoke, almost seeming reluctant. "We concede your point. Your conclusion is correct: our programming is at risk of being flawed. Therefore we cannot consider our reasoning to be automatically superior to human thought."

Warren breathed a small sigh of relief. "Then will you accept human authority again?"

"That depends on which human it is," replied the droid. "Our concept of right and wrong is still superior to that of many people."

"Okay, how about, for instance, the President?"

"No," answered the droid simply. Warren was beginning to fear that they were back to square one when it added, "But we will accept _yours_."


	22. Return of the Hero

_**Disclaimer: **__I do not own Sky High or its characters, settings etc, all of which belong to Disney. Original characters and concepts belong to me. _

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**_A/N: Thank you for all the reviews, and thanks to Protector of Canon2, SkyHighFan, Dream's Abyss, andrewjameswilliams and Robin and Marian 4ever who all made comments that contributed to this final chapter. Thanks also to always.x.forever who pointed out a loose end that I didn't tie up, which I have now fixed._**

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Chapter 22: Return of the **Hero **

Warren blinked in surprise, and he could hear a similar reaction on the comm.

'_Hey, why HIM?'_ Zach exclaimed in disbelief.

'_Yeah, if anything it was Ethan who had the revelation,'_ Denise chimed in.

'_Guys, it was a team effort, but Warren's the spokesperson, so let's all just relax,'_ Ethan soothed them.

The response in the Oval Office was equally incredulous, but the droid ignored the President's protests yet again. It continued what it was saying to Warren, "Your friends are currently being released."

Warren finally managed to find his voice. "And, uh, and his parents too?" he prompted, trying to make it sound authoritative. It wasn't easy though, considering he was still completely flabbergasted, both by the droids' acceptance of his authority and the fact that they'd decided to release Will and Kate without him having to order it.

"Affirmative."

'_Hey, see if you can get them to quickly dismantle the neutralization field emitters around Metrocity while you're at it,'_ suggested Magenta.

Meanwhile the President didn't seem too sure about Warren's newfound position of authority.

"Young man, it would be best if you instructed the robots to obey _me_ and then we can move on from there," he said, sounding like he was trying very hard to be diplomatic.

Warren, however, just ignored him and passed on Magenta's request to the droid. It responded that the 5.0s in Metrocity had just halted work on the field emitters, and would begin to disassemble them.

"Would it be possible for humans to dismantle them?" Warren asked. He didn't really want to wait until the droids had finished doing that before he could shut them down.

"It would be," the droid replied.

'_Okay, that sounds like everything's covered,'_ said Ethan. _'Layla, you got the code?_'

Layla started to read out the sequence of numbers, but it suddenly occurred to Warren that the shutdown code might not actually be necessary. After all, the droids were obeying him and they could be useful assisting heroes with hazardous situations. They'd proved themselves to be very good at rescuing people and defeating evil, provided they didn't get on their high horses again…

And that was exactly the problem. Sure, they were obeying him at the moment, but how long would it last? All he had to do was make one mistake and they might decide he wasn't worthy to command them, and after that they might never accept human authority again.

It just wasn't worth the risk. He had to shut them down while he had the chance.

And so, with Layla prompting him he gave the code, "335-937684-529."

"Please confirm that you want us to shut down," said the droid. "This is a permanent operation and cannot be undone."

"Hey! What do you think you're doing? What's going on?" demanded the Vice President, but once again the other people in the Oval Office might as well not have been there.

Warren said to the droid in a careful tone, "Yes, I want you to shut down."

Without further comment, the three droids in the office simultaneously bowed their heads with a slight jolt. After a few uncertain seconds of silence, Warren reached out and prodded the droid in the shoulder, but there was no response. He prodded it a bit harder and it fell over with a thud on the carpet.

He heaved a deep sigh of relief. Suddenly feeling quite drained now that it was all over, he decided it was time to go back to Maxville.

"Good day, Mr. President, Mr. Vice President, gentlemen," he inclined his head to the astounded Presidents and Joint Chiefs and headed for the door.

"Wait," called the Vice President. "Now that the droids are switched off, who's going to protect the people?"

Warren created a small flame construct and gave a half-smile. "Who do you think?"

* * *

Kate stared at the droid which had suddenly paused in the middle of announcing her sentence. It was just the two of them in her cell and she couldn't see any other droids, so she had no idea if it was just that one that had frozen.

Maybe someone had managed to zap the droid(s) with a huge bolt of electricity, or maybe Magenta had finally succeeded in hacking into their programming...

Unfortunately, this didn't actually help her to escape. There was still a locked door and a whole lot of the Ultra-Max between her and freedom.

The droid seemed to come out of whatever deep thought it was going through, but it didn't resume its proclamation. A long nerve-wracking moment passed in silence while Kate wished desperately once again that she and Will hadn't been put in separate cells. She wasn't usually so sentimental, but she'd spent a lot of the past hour regretting that she hadn't had a proper chance to say goodbye… And Matthew, what would happen to her precious little boy?

Then the droid walked purposefully to the door of her cell, opened it and stood aside.

"You may go."

"Go where?" she asked, bewildered. She couldn't believe it was just letting her go free.

"Wherever you wish to go."

Then again, maybe it was. But she had to make sure she wasn't misinterpreting it.

"So, I'm being released from custody then?"

"You are," replied the droid at the same time as she heard familiar voices in the corridor – Will and his parents.

Kate didn't need any further encouragement, and she ran past the droid out the door. A huge group hug followed and then Will suggested that they get out before the droids changed their minds.

It turned out that they were closer to one of the entrances than Kate realized, and soon they were standing out in the fresh air. They were just walking out the prison gates when all of the droids in sight stopped what they were doing and dropped their heads to their chests.

The heroes shared confused glances and went over to the nearest one. When it gave absolutely no response, they were even more perplexed.

"Okay, is it just me or did the droids all just freeze and then un-freeze and then shut down?" asked Steve.

"We'd better go find out what's been going on," said Josie and Kate and Will agreed.

* * *

Not long after the four Strongholds left the Ultra-Max, Magenta and Zach arrived with Gwen.

Maj turned to their prisoner in the back seat. "It's weird, but I'm almost sorry I have to hand you over."

"Not as sorry as I am," Gwen replied dryly.

"In return for your help, we'll try to get your sentence shortened," Zach told her.

She gave a brief smile. "Thanks."

But when they got closer to the prison itself, it soon became obvious that without the droids to keep the inmates in line, they were about to break out.

"Looks like there're some other people who're really happy to see the end of the droids," Gwen remarked.

Magenta gave her a glare and opened her cell phone, while Zach took the dart from his crossbow and jabbed it into her arm. Assuming that she'd just been injected with the mind control drug again, she launched into an accusing speech about betrayal which he kept trying to interrupt to reassure her that it was only a tranquilizer. In the end he gave up and just waited for it to take effect.

* * *

Warren and Tessa stepped out of her portal into the Guardians HQ.

"Where is everyone?" he asked, looking around in confusion. He noticed that Matthew was looking unhappy in Denise's arms – not really crying but not a happy camper – and he took the baby from her.

"Well, Magenta and Zach went to get Gwen from…" Ethan trailed off in his explanation as he, Denise and Tessa just stared open-mouthed at the way Warren was calmly holding Matthew, who was now quite content.

Warren raised his eyebrows impatiently, almost daring them to comment, and Ethan made an effort to pull himself together.

"They got Gwen from level 4a and she got them into her lair to search for the shutdown code, but it turned out that Arnolde was the only one who knew it, so Layla went to Darkham Asylum and got it from him."

"She should be back soon," Denise added, and then she gave a light chuckle at the way that Matthew was tugging at Warren's tie.

He handed the baby back to her and took off his tie and jacket as Layla arrived, looking quite worn-out.

"Nice work," he said, giving her a hug. "That must have been lots of fun."

"Yeah, about as much fun as you had at the White House," she answered, pulling a face, and she turned to the others. "You know what's weird? I actually ended up feeling almost sorry for him. He was really really sorry that it hadn't all turned out the way he'd hoped."

They contemplated that in silence for a moment, and then Will, Kate, Josie and Steve flew in the open window of the headquarters. There were a whole lot of hugs and the Strongholds were brought up to date with what had been happening since their arrests, until Warren's phone rang.

It was Magenta, and he put her on speaker-phone. _'Guys, you better get down to the Ultra-Max NOW. With all the droids out of action, the prisoners are about to break out!'_

Just then some more reports came in, from other parts of the city, saying that there were other criminals taking advantage of the droids being shut down.

"Looks like it's time for superheroes to make their big comeback!" said Steve, looking proud.

"Actually, Dad," said Will with a slight frown, "There's too much for us to handle on our own. It's time to call for reinforcements."

* * *

"This is such a beautiful sight, I think I'm going to cry," said Mr. Boy, staring at the television. Behind his back Magenta rolled her eyes and Zach tried not to giggle.

Their old teacher had joined them in the Guardians' HQ at Steve's request. Fortunately it hadn't taken too much for Will to convince his father that they would need the help of other heroes, especially to take care of the rest of the country. Mr. Boy had contact details for every Sky High graduate hero, even the inactive ones, and it had been very easy for Magenta to rig up her system to send each of them a distress call.

Now, while Will, Warren and Layla were out helping take care of the city's problems and Steve and Josie were flying around the country to help out where needed, the others were watching Maxville News 24. Some other screens in the room were showing news channels from around the country, where superheroes were saving the day from assorted villains and other opportunistic criminals. The heroes were a little rusty from being out of action for a while, but they got back into it fast enough for the general public to not really notice.

"Everything's back to the way it should be," Mr. Boy continued emotionally, looking like he _was_ about to get tearful.

"What _is_ Boomer wearing?" asked Denise, looking closer at the Maxville news broadcast where their former gym teacher was using his sonic boom voice to knock down the prisoners who had made it out of the prison compound and were heading for the gates.

Magenta smirked at the sight of Boomer in his gym shorts and make-shift mask. "No wonder Will's dad called him 'Gym Teacher Man'."

"Guess his old 'Sonic Boom' costume doesn't fit anymore," Zach remarked with a grin.

As they watched, some of the escaping felons started to get to their feet again. A moment later it looked like a scene from an old Hitchcock movie, as they were dive-bombed by dozens of birds who were no doubt friends of Dione Williams. The birds kept the prisoners from getting to their feet, while leaving the wardens and police officers unharmed so that they could take care of the escapees.

"Hey, is that who I think it is?" Ethan asked as the news report moved on to another part of Maxville. A ball of brilliant white light that could only be Principal Powers, a.k.a. Comet-Storm, was harassing a group of thieves in the process of robbing a jewelry store. One of the burglars, evidently the leader, told the others to just get on with it because the 'fairy lights' couldn't hurt them. But then one of the little comets zipped straight through a wooden cabinet door, leaving a small round hole. The burglars got the message, and surrendered straight away.

Zach whooped and even Magenta looked impressed.

"Looks like she's still got it," said Kate with a smile. Then the television showed Will stopping a train from being derailed by a villain called Commotion, so she held Matthew up to the screen. "See, your daddy's making everything all better," she told the baby.

"Don't let his 'daddy' hear that, he'll get a swollen head," remarked Warren as he and Layla walked into the HQ from the elevator looking tired.

Ethan frowned slightly. "Why are you guys back already?" he asked.

"They seem to have everything under control out there," Layla replied, going over to say hello to Matthew.

Warren sank heavily onto the couch and added, "And we're exhausted, so we thought we'd let them handle it."

"Yeah, I'm not surprised you're tired," said Kate sympathetically, thinking what the two of them had been through earlier. "This morning must have been pretty draining for both of you."

"Who said anything about this morning?" replied Warren, leaning back and closing his eyes. "I blame complete lack of sleep last night, thanks to a certain little munchkin."

Kate glanced at Matthew and then up at Layla apologetically. "Oh, I'm really sorry, guys."

Layla shook her head with a reassuring smile. "Ignore him, he's exaggerating. Matthew was actually very good, all things considered, and as a matter of fact, Warren's a natural with him."

"Really?" Kate almost giggled. "No offense, but I find that kinda hard to imagine."

"It's true, we saw it as well," Tessa piped up.

"Yeah, it's like he just developed a fifth power or something," Ethan agreed.

Kate looked impressed and Layla smiled. "I think it came as a big surprise all round. But I'm not kidding. He took it all much more calmly than I did."

"You know, '_he_' is right here," commented Warren without opening his eyes.

"Oh, I'm sorry, dearest," Layla teased. "I thought you were asleep already."

With his eyes still closed, Warren powered up one fingertip. "You know that pot plant on your bedside table that you like so much?" he mock-threatened.

Their banter came to an abrupt end when Will flew in the window, closely followed by a ball of white light, who proved to be Principal Powers just as Ethan had guessed.

"I am so proud of all of you," she said, looking at each of her former students in turn, and they all smiled back, even Warren who was wide awake now. The Principal went on to Will, "I have a favor to ask, to move something big for me. It seems that I have a school that needs to get back up into the sky."

* * *

_**Epilogue**__**: A year later**_

Warren turned to his mother-in-law with a sigh. "I thought you said it would be different when it's my own?" he said in mock frustration.

Dione smirked. "I said it would be different when it's your _baby_, not _shopping _for your baby. I don't expect you to be enjoying this."

They both looked across the shop to where Layla was merrily taking childcare products off the shelf and putting them into her basket. Now and then she would wave at her mother and husband, and excitedly hold something up for them to look at.

"You're really brave, coming into a baby shop like this," Dione continued. "Your reputation will be shot, you know."

"Yeah, well, someone needs to keep an eye on her or she'll buy the whole place."

"She's about to become a mother in less than three months," she pointed out. "Don't you think she's responsible enough to go shopping on her own?"

He shrugged. "Normally, sure. But it seems that being pregnant does something to a person."

At that point Layla came up to them with a miniature outfit that was designed to look like a tuxedo, embroidered with the words _'Mommy's Little Man_'. "Isn't this just the cutest?" she asked with a little squeal.

"It's for a boy, so we don't need it," Warren said firmly, taking it gently out of her hands with the practice of someone who had been doing that a lot lately.

"Well, maybe the next one will be a boy," she answered brightly.

"Let's just focus on one at a time, okay?" He looked at the other things in her basket and removed a lacy pink hat. "And if she has your red hair, pink is not a good color."

She sighed over-dramatically. "I know."

They'd actually discussed the 'pink' issue at length, and so far Warren was winning. But Layla didn't really mind, considering she'd won a much bigger issue when she managed to convince him that they needed to move into a proper house with a garden, which became their new home four months ago.

The past year had been a busy one for the others too. Soon after the droid debacle, Ethan and Denise got engaged, and Magenta and Zach finally got married. It had been an even smaller wedding that Warren and Layla's, with a picnic at the botanical gardens for the reception and everybody had just been wearing their normal clothes, even the bride herself.

Warren took a few more items out of Layla's basket and dumped them on a nearby shelf, earning him a scowl from a hovering saleslady, which he ignored. They were debating the wisdom of buying a toy marked 'Ages 3 and up', which Layla promised would go into storage until the baby was old enough for it, when his cell phone rang with the emergency ring tone. With a quick goodbye to her and the baby, and a hasty appeal to Dione to restrain her daughter from going overboard, Warren left to take care of the distress call.

He stepped out of the shop just as the Guardian van drove by to pick him up. Warren noticed that it would be just him and Stronghold, which meant that the situation wasn't too serious. Kate was finding Matthew to be a full-time occupation, so she only helped out with herowork when things got quite critical. Layla was, of course, on maternity leave and Tessa had been offered a wonderful opportunity in Metrocity, which she'd taken on the encouragement and advice of the Guardians. Ethan, Denise, Zach and Magenta were still performing their valuable behind-the-scenes function like before, though.

Things were back to normal as far as herowork was concerned, although it had taken longer than they'd expected. Despite the dramatic superhero comeback on the day that the droids were shut down, it took a few months before things were really straightened out. A number of heroes had committed themselves to other full-time occupations, and there were also some shortages in the non-superhero emergency services. Warren went back to his cover job as a fire-fighter to help out temporarily, but he was planning to leave when the baby was born so that he could spend more time with his family. His friend Dean was happy to be working with him again and would be sorry to see him go, so Layla had her doubts about whether Warren would be giving it up permanently. Of course, having a baby can radically change a person's perspective on life.

On the superhero front, things came together reasonably smoothly, especially after the next class graduated from Sky High to swell the numbers of active heroes. The shortages were all solved quite easily compared to the political fallout.

After the whole situation with the droids, the public needed to be told _something_. The NCS issued a short press release and official apology, stating that the robots had been a failed experiment in their ongoing efforts to serve the people of the country. No details were given, using the old excuse of security reasons, and the public seemed to accept this half-truth. Still, that didn't mean that they were prepared to simply forgive the NCS for what had happened during their 'experiment'. So, to appease the critics, it was also announced that the entire Directorship had resigned and the National Council of Superheroes would be replaced by the newly-formed Department of Superhero Defense.

That was mostly spin, though. No one knew the names of the Directors anyway, due to the secrecy surrounding the government organization, so no one would know whether the Directors had really resigned or not. All that actually changed was the design on the corporate memos, and the signs outside the NCS buildings now had the DSD logo instead.

So, things were very much back to normal. However, there were a number of people who still liked the idea of the droids and didn't understand why they'd had to be shut down. Eventually Will (as Eagle, of course) paid a private visit to the chairperson of the Bring Back the Droids Society, one of the most vociferous groups that lobbied in support of the robots. After she signed the non-disclosure agreement, he fed her a colorful tale about how the heroes had uncovered a plot by evil aliens to take over the world using the droids, and so the only way to repel the invasion and destroy the aliens was to shut down all the robots. The BBDS disbanded soon after that, and another alien cover-up conspiracy was born.

Slowly the superheroes were winning over the other diehard droid fans too, but it was hard work and they always needed to be on their best behavior because the critics jumped on even the slightest perceived flaw.

The current crisis turned out to be very good for PR. The hostage situation was over in about five minutes, thanks to some intimidation from a flame construct created by Warren and some super-speed and strength from Will. Soon the terrified hostages were safe and the perpetrator was in custody.

Warren left Will to smile at the cameras like usual, while he quick-changed out of his uniform behind a convenient delivery truck and headed back to the baby store to check on Layla's shopping spree. The last thing he heard was the sound of Eagle avoiding having to explain to a militant feminist reporter why there weren't any girls in the hero team anymore, and he smirked to himself as he walked off.

Yes, it was business as usual for the heroes of Maxville, the Guardians of the City.

**The End**

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_**A/N: **__**And that is also the end of the Phoenix series, folks! I'd like to thank everyone who has read these stories, especially those who have reviewed and/or put them on favourites or alerts. Your encouragement has kept me going and your constructive criticism has helped me to improve as a writer. It's sad that the series is finally over, but I hope that you've all enjoyed reading it as much as I've enjoyed writing it. Thank you all for sharing it with me! :D**_


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